PANTHER CAPITAL LTD [LOGO] UNDERWRITING AGREEMENT forUnderwriting Agreement • January 31st, 2000 • Internet Holdings Inc • Pharmaceutical preparations • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 18th, 2017 • MGT Capital Investments Inc • Patent owners & lessors • Kansas
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of March 10, 2017, by and between MGT CAPITAL INVESTMENTS, INC., a Delaware corporation, with headquarters located at 512 S. Mangum Street, Suite 408, Durham, NC 27701 (the “Company”), and L2 CAPITAL, LLC, a Kansas limited liability company, with its address at 8900 State Line Rd., Suite 410, Leawood, KS 66206 (the “Buyer”).
MGT CAPITAL INVESTMENTS, INC. FORM OF WARRANT AGREEMENTWarrant Agreement • July 23rd, 2018 • MGT Capital Investments Inc • Patent owners & lessors • New York
WARRANT AGREEMENT (this “Agreement”), dated as of [ ] between MGT CAPITAL INVESTMENTS, INC., a Delaware corporation (the “Company”) and [ ], a [corporation] [national banking association] organized and existing under the laws of [ ] and having a corporate trust office in [ ], as warrant agent (the “Warrant Agent”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 30th, 2012 • MGT Capital Investments Inc • Services-prepackaged software • New York
SECURITIES PURCHASE AGREEMENT (the "Agreement"), dated as of May 24, 2012, by and among MGT Capital Investments, Inc., a Delaware corporation, with headquarters located at 500 Mamaroneck Avenue, Suite 204, Harrison, NY 10528 (the "Company"), and the investors listed on the Schedule of Buyers attached hereto (individually, a "Buyer" and collectively, the "Buyers").
COMMON STOCK PURCHASE WARRANT MGT CAPITAL INVESTMENTS, INC.Common Stock Purchase Warrant • May 18th, 2017 • MGT Capital Investments Inc • Patent owners & lessors • Kansas
This COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received (in connection with the issuance of the $500,000.00 convertible promissory note to the Holder (as defined below) of even date) (the “Note”), L2 Capital, LLC, a Kansas limited liability company (including any permitted and registered assigns, the “Holder”), is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date of issuance hereof, to purchase from MGT Capital Investments, Inc., a Delaware corporation (the “Company”), up to 375,000 shares of Common Stock (as defined below) (the “Warrant Shares”) (whereby such number may be adjusted from time to time pursuant to the terms and conditions of this Warrant) at the Exercise Price per share then in effect. This Warrant is issued by the Company as of the date hereof in connection with that certain securities purchase agreement dated March 10, 2017, by and among the Compan
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 14th, 2022 • MGT Capital Investments, Inc. • Services-computer processing & data preparation • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 12, 2022, by and between MGT Capital Investment, Inc., a Delaware corporation (the “Company”), and each lender party that executes the signature page hereto as a purchaser (each, a “Purchaser” and collectively, the “Purchasers”).
Amended and Restated AT THE MARKET OFFERING AGREEMENT August 7 , 2018Market Offering Agreement • August 7th, 2018 • MGT Capital Investments Inc • Patent owners & lessors • New York
MGT Capital Investments, Inc., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with Ascendiant Capital Markets, LLC (the “Manager”) as follows:
Securities Purchase AgreementSecurities Purchase Agreement • March 8th, 2021 • MGT Capital Investments, Inc. • Services-computer processing & data preparation • Utah
This Securities Purchase Agreement (this “Agreement”), dated as of March 5, 2021, is entered into by and between MGT Capital Investments, Inc., a Delaware corporation (“Company”), and Bucktown Capital, LLC, a Utah limited liability company, its successors and/or assigns (“Investor”).
EXHIBIT 10.1 SHARE SALE AGREEMENT THIS AGREEMENT is made the _________ day of January 2001 B E T W E E N: (1) NIGHTINGALE TECHNOLOGIES LIMITED (formerly known as The Advanced Software Research Laboratory Limited) a Company incorporated in Niue...Share Sale Agreement • March 7th, 2001 • HTTP Technology Inc • Services-prepackaged software • England and Wales
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • June 4th, 2019 • MGT Capital Investments, Inc. • Patent owners & lessors • Kansas
THIS EQUITY PURCHASE AGREEMENT (this “Agreement”) is entered into as of June 3, 2019 (the “Execution Date”), by and between MGT Capital Investments, Inc., a Delaware corporation (the “Company”), and Oasis Capital, LLC, a Puerto Rico limited liability company (the “Investor”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 26th, 2012 • MGT Capital Investments Inc • Patent owners & lessors
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is made as of October 22, 2012, among MGT Capital Investments, Inc., a Delaware corporation (the “Company”), and each signatory hereto (each, an “Investor” and collectively, the “Investors”).
AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan of Reorganization • June 2nd, 1997 • China Biomedical Group Inc • Pharmaceutical preparations • Utah
EXHIBIT B Form of WarrantMGT Capital Investments, Inc. • September 14th, 2022 • Services-computer processing & data preparation
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Project Nickel LLC, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the third year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from MGT Capital Investments, Inc., a Delaware corporation (the “Company”), up to a number of shares of Common Stock equal to 60% of the Conversion Shares issuable under the Note for each of the three (3) price tranches set forth in Section 2(b) (without taking into account the Beneficial Ownership Limitation) (subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warran
Note Purchase AgreementNote Purchase Agreement • June 7th, 2018 • MGT Capital Investments Inc • Patent owners & lessors • Utah
This Note Purchase Agreement (this “Agreement”), dated as of June 1, 2018, is entered into by and between MGT Capital Investments, Inc., a Delaware corporation (“Company”), and Iliad Research and Trading, L.P., a Utah limited partnership, its successors and/or assigns (“Investor”).
WITNESSETH:Stock Purchase Agreement • September 27th, 2000 • Internet Holdings Inc • Pharmaceutical preparations • New York
EXHIBIT 10.4 NOVATION AGREEMENT DATE: 9TH NOVEMBER 2001 PARTIES: (1) HTTP TECHNOLOGY INC. a corporation under Delaware Law with IRS Employer Identification number 13-4148725 whose principal office is at 46 Berkeley Square, London W1J 5AT (the...Novation Agreement • December 26th, 2001 • HTTP Technology Inc • Services-prepackaged software
ARTICLE I. DEFINITIONSPurchase and Sale Agreement • October 20th, 2000 • HTTP Technology Inc • Pharmaceutical preparations
Security AgreementSecurity Agreement • May 24th, 2017 • MGT Capital Investments Inc • Patent owners & lessors • Utah
This Security Agreement (this “Agreement”), dated as of May 18, 2017, is executed by MGT Mining One, Inc., a Delaware corporation (“Debtor”), in favor of Iliad Research and Trading, L.P., a Utah limited partnership (“Secured Party”).
SUBSCRIPTION AGREEMENTSubscription Agreement • October 9th, 2015 • MGT Capital Investments Inc • Patent owners & lessors • New York
This Subscription Agreement (this “Agreement”) is being delivered to the purchaser identified on the signature page to this Agreement (the “Subscriber”) in connection with its investment in the securities of MGT Capital Investments, Inc., a Delaware corporation (the “Company”). The Company is conducting a private placement (the “Offering”) of up to Seven Hundred Thousand Dollars ($700,000) (the “Minimum Offering Amount”) of units (the “Units”) at a purchase price of $0.25 per Unit (the “Purchase Price”) with each Unit consisting of (i) one share (the “Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”) and (ii) a thirty-six (36) month warrant, in the form attached hereto as Exhibit A (the “Warrant”) to purchase two shares of Common Stock (the “Warrant Shares”) at an exercise price of $0.25 per share. For purposes of this Agreement, the term “Securities” shall refer to the Shares, the Warrants and the Warrant Shares.
ContractMGT Capital Investments Inc • December 21st, 2017 • Patent owners & lessors • Utah
THIS WARRANT AND THE COMMON STOCK ISSUABLE HEREUNDER HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THIS WARRANT AND THE COMMON STOCK ISSUABLE HEREUNDER MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT AS TO THIS WARRANT OR ANY SHARES ISSUABLE HEREUNDER UNDER SUCH ACT AND ANY APPLICABLE STATE SECURITIES LAW OR AN OPINION OF COUNSEL REASONABLY SATISFACTORY TO MGT CAPITAL INVESTMENTS, INC. OR ITS TRANSFER AGENT THAT SUCH REGISTRATION IS NOT REQUIRED.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 15th, 2011 • MGT Capital Investments Inc • Services-prepackaged software • New York
This Registration Rights Agreement (this “Agreement”) is made and entered into as of is dated as of [Closing Date], between MGT Capital Investments, Inc., a Delaware corporation (the “Company”), and Laddcap Value Partners, LP, a Delaware limited partnership (or an affiliate thereof) (the “Purchaser”).
PURCHASE AGREEMENTPurchase Agreement • April 18th, 2019 • MGT Capital Investments, Inc. • Patent owners & lessors • New York
PURCHASE AGREEMENT (the “Agreement”), dated as of April 12, 2019, by and between MGT CAPITAL INVESTMENTS, INC., a Delaware corporation (the “Company”), and Iliad Research and Trading, L.P., a Utah limited partnership (the “Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 18th, 2015 • MGT Capital Investments Inc • Patent owners & lessors • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of __________, 2015, between MGT Capital Investments, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
EQUITY PURCHASE AGREEMENTEquity Purchase Agreement • August 30th, 2018 • MGT Capital Investments, Inc. • Patent owners & lessors • Kansas
THIS EQUITY PURCHASE AGREEMENT (this “Agreement”) is entered into as of August 30, 2018 (the “Execution Date”), by and between MGT Capital Investments, Inc., a Delaware corporation (the “Company”), and L2 Capital, LLC, a Kansas limited liability company (the “Investor”).
AT THE MARKET OFFERING AGREEMENT July 23, 2018At the Market Offering Agreement • July 23rd, 2018 • MGT Capital Investments Inc • Patent owners & lessors • New York
MGT Capital Investments, Inc., a corporation organized under the laws of Delaware (the “Company”), confirms its agreement (this “Agreement”) with Ascendiant Capital Markets, LLC (the “Manager”) as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 12th, 2022 • MGT Capital Investments, Inc. • Services-computer processing & data preparation • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 5, 2022, between, MGT Capital Investments, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
EXCHANGE AGREEMENTExchange Agreement • November 3rd, 2016 • MGT Capital Investments Inc • Patent owners & lessors • New York
THIS EXCHANGE AGREEMENT (the “Agreement”), dated as of October 28, 2016, is made by and between MGT Capital Investments, Inc., a Delaware corporation (the “Company”), and the holder of Warrants (as defined herein) set forth on the signature page hereof (the “Holder”).
COMMON STOCK PURCHASE WARRANT – SERIES F MGT Capital Investments, Inc.MGT Capital Investments Inc • October 16th, 2017 • Patent owners & lessors
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ______, LLC or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the Initial Exercise Date (as defined herein) and on or prior to the close of business on the thirty-sixth (36th) month anniversary of the Initial Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from MGT CAPITAL INVESTMENTS, INC., a Delaware corporation (the “Company”), up to ***** shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). The “Initial Exercise Date” shall be the Initial Issuance Date.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 4th, 2019 • MGT Capital Investments, Inc. • Patent owners & lessors • Kansas
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of June 3, 2019 (the “Execution Date”), is entered into by and between MGT CAPITAL INVESTMENTS, INC., a Delaware corporation (the “Company”), and OASIS CAPITAL, LLC, a Puerto Rico limited liability company (together with its permitted assigns, the “Buyer”). Capitalized terms used herein and not otherwise defined herein shall have the respective meanings set forth in that certain Equity Purchase Agreement by and between the parties hereto, dated as of the Execution Date (as amended, restated, supplemented or otherwise modified from time to time, the “Purchase Agreement”).
SECURITIES EXCHANGE AGREEMENTSecurities Exchange Agreement • June 17th, 2016 • MGT Capital Investments Inc • Patent owners & lessors • New York
THIS SECURITIES EXCHANGE AGREEMENT (this “Agreement”) is dated June 14, 2016, by and between FUNCTION (X) INC. , a Delaware corporation formerly known as DraftDay Fantasy Sports, Inc. and formerly known asw Viggle, Inc. (the “Company”), MGT Sports, Inc., a Delaware corporation partnership (“MGT Sports”) and MGT Capital Investments, Inc., a Delaware corporation and the parent corporation of MGT Sports (“Parent,” and collectively with the Company and MGT Sports, the “Parties”).
AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 15th, 2011 • MGT Capital Investments Inc • Services-prepackaged software • New York
This Amended and Restated Securities Purchase Agreement (this “Agreement”) is dated as of December 9, 2010, by and between MGT Capital Investments, Inc., a Delaware corporation (the “Company”), and Laddcap Value Partners, LP, a Delaware limited partnership company, or an Affiliate (defined below) thereof (collectively, the “Purchaser”), and amends and restates in its entirety the Securities Purchase Agreement (the “Original Agreement”), dated as of November 16, 2010, by and between the Company and the Purchaser.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • November 19th, 2018 • MGT Capital Investments, Inc. • Patent owners & lessors • New York
This EXECUTIVE EMPLOYMENT AGREEMENT (the “Agreement”) dated August 15, 2017 (the “Effective Date”), is by and between MGT Capital Investments, Inc., a company incorporated under the laws of Delaware (the “Company”), and Stephen Schaeffer, an individual (the “Executive”) with reference to the following facts:
ACQUISITION AGREEMENT AND PLAN OF REORGANIZATION October 28, 1999 INTERNET HOLDINGS, INC. A Utah Corporation ACQUISITION OF Fairfax Equity Ltd An English Corporation Page 1 of 31 TABLE OF CONTENTS...Acquisition Agreement and Plan of Reorganization • November 3rd, 1999 • Internet Holdings Inc • Pharmaceutical preparations • Utah
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 9th, 2015 • MGT Capital Investments Inc • Patent owners & lessors • New York
This AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENT (the "Agreement") dated October 7, 2015 and effective October 1, 2015 (the “Effective Date”), is by and between MGT Capital Investments, Inc., a company incorporated under the laws of Delaware (the "Company"), and Robert B. Ladd, an individual (the "Executive") with reference to the following facts:
EXHIBIT 4.15 CONSULTING AGREEMENT This agreement is effective as of November 25, 1995, by and between CHINA BIOMEDICAL GROUP, INC., a Utah Corporation ( the "Company"), and Barlow, Lyde & Gilbert, (the "Consultant"). The Company desires to retain the...Consulting Agreement • November 20th, 1996 • China Biomedical Group Inc • Pharmaceutical preparations
