SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 19th, 2023 • Wisa Technologies, Inc. • Semiconductors & related devices • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 16, 2023, between WiSA Technologies, 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”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • October 19th, 2023 • Wisa Technologies, Inc. • Semiconductors & related devices • New York
This letter agreement (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and WiSA Technologies, Inc., a Delaware corporation (together with its subsidiaries, the “Company”), that Maxim shall serve as the exclusive placement agent for the Company, on a “reasonable best efforts” basis, for the proposed placement to certain purchasers (the “Purchasers”) of up to an aggregate of 87,000 units (each a “Unit” and collectively, the “Units”), with each Unit consisting of (i) of one share of the Company’s Series B Convertible Preferred Stock, par value $0.0001 per share, with a liquidation preference of $100.00 per share (the “Series B Preferred Stock”), and (ii) two preferred warrants (the “Preferred Warrants”), each exercisable for one share of Series B Preferred Stock (the “Preferred Warrant Shares”). The Series B Preferred Stock is convertible into shares of the Company’s common stock, par value, $0.0001 per share (the “Series B Conversion
October [_], 2023 [INVESTOR NAME] [ADDRESS] [ADDRESS] Attn:[____ ] Re: WiSA Technologies, Inc.Securities Purchase Agreement • October 19th, 2023 • Wisa Technologies, Inc. • Semiconductors & related devices
Reference is made to that certain Securities Purchase Agreement (the “Purchase Agreement”), dated as of October [__], 2023, by and between you and WiSA Technologies, Inc. (the “Company”) entered into in connection with the offering by the Company pursuant to the Company’s Registration Statement on Form S-1 (File No. 333-274331), as amended (such offering, the “Offering”). Capitalized terms not defined herein shall have the meanings ascribed to them in the Purchase Agreement.
PREFERRED STOCK PURCHASE WARRANT WISA TECHNOLOGIES, INC.Preferred Stock Purchase Warrant • October 19th, 2023 • Wisa Technologies, Inc. • Semiconductors & related devices • New York
THIS PREFERRED 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 October 17, 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on October 17, 2025 (the “Termination Date”) but not thereafter, to subscribe for from WiSA Technologies, Inc., a Delaware corporation (the “Company”), up to ______ shares of Series B Preferred Stock (as subject to adjustment hereunder, the “Preferred Warrant Shares”). The subscription price of one share of Series B Preferred 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-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered holder of this Warrant
WARRANT AGENCY AGREEMENTWarrant Agency Agreement • October 19th, 2023 • Wisa Technologies, Inc. • Semiconductors & related devices • New York
WARRANT AGENCY AGREEMENT (this “Warrant Agency Agreement”) dated as of October 17, 2023 (the “Issuance Date”) between WiSA Technologies, Inc., a company incorporated under the laws of the State of Delaware (the “Company”) and VStock Transfer, LLC (the “Warrant Agent”).
