SHARES of Common Stock, _________ SHARES OF SERIES E CONVERTIBLE PREFERRED STOCK (CONVERTIBLE INTO ______ SHARES OF COMMON STOCK) _______ Class A Warrants (EXERCISABLE FOR ______ SHARES OF COMMON STOCK) and _______ class B Warrants (EXERCISABLE FOR...Underwriting Agreement • July 21st, 2022 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations • New York
The undersigned, Kiora Pharmaceuticals, Inc., a company incorporated under the laws of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Kiora Pharmaceuticals, Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Ladenburg Thalmann & Co. Inc. is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
CLASS A COMMON STOCK PURCHASE WARRANT kiora pharmaceuticals, inc.Class a Common Stock Purchase Warrant • July 21st, 2022 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations • New York
THIS CLASS A COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ 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 later of (i) the Authorized Share Increase Date and (ii) the date Shareholder Approval is received and effective (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the first anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Kiora Pharmaceuticals, 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). This Warrant shall initially be issued and maintained in the form of a security held in book-en
CLASS B COMMON STOCK PURCHASE WARRANT kiora pharmaceuticals, inc.Class B Common Stock Purchase Warrant • July 21st, 2022 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations • New York
THIS CLASS B COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ 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 later of (i) the Authorized Share Increase Date and (ii) the date Shareholder Approval is received and effective (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the fifth anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Kiora Pharmaceuticals, 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). This Warrant shall initially be issued and maintained in the form of a security held in book-en
KIORA PHARMACEUTICALS, INC. and VSTOCK TRANSFER, LLC, as Warrant Agent Warrant Agency Agreement Dated as of _________, 2022 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • July 21st, 2022 • Kiora Pharmaceuticals Inc • Pharmaceutical preparations • New York
WARRANT AGENCY AGREEMENT, dated as of __________, 2022 (“Agreement”), by and between Kiora Pharmaceuticals, Inc., a Delaware corporation (the “Company”), and VStock Transfer, LLC, a New York limited liability trust company (“VStock” or the “Warrant Agent”).
