SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 25th, 2017 • Synthesis Energy Systems Inc • Miscellaneous products of petroleum & coal • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 24, 2017, between Synthesis Energy Systems, 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”).
COMMON STOCK PURCHASE WARRANT SYNTHESIS ENERGY SYSTEMS, INC.Common Stock Purchase Warrant • October 25th, 2017 • Synthesis Energy Systems Inc • Miscellaneous products of petroleum & coal
THIS 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 date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”; provided, however that if such date is not a Trading Day, the Termination Date shall be the immediately following Trading Day) but not thereafter, to subscribe for and purchase from Synthesis Energy Systems, 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).
SECURITY AGREEMENTSecurity Agreement • October 25th, 2017 • Synthesis Energy Systems Inc • Miscellaneous products of petroleum & coal • New York
This SECURITY AGREEMENT, dated as of October 24, 2017 (this “Agreement”), is among Synthesis Energy Systems, Inc., a Delaware corporation (the “Company”), all of the Domestic Subsidiaries (as defined below) of the Company from time to time party hereto (such subsidiaries, the “Guarantors” and together with the Company, the “Debtors”), and the holders of the Company’s 11% Senior Secured Debentures due five (5) years following their issuance, in the original aggregate principal amount of $8,000,000 (collectively, the “Debentures”) signatory hereto, their endorsees, transferees and assigns (collectively, the “Secured Parties”), and T.R. Winston & Company, LLC, as agent for the Secured Parties (the “Agent”).
SUBSIDIARY GUARANTEESubsidiary Guarantee • October 25th, 2017 • Synthesis Energy Systems Inc • Miscellaneous products of petroleum & coal • New York
WHEREAS, pursuant to that certain Securities Purchase Agreement, dated as of the date hereof, by and among the Company and the Purchasers (the “Purchase Agreement”), the Company has agreed to sell and issue to the Purchasers, and the Purchasers have agreed to purchase from the Company the Debentures, subject to the terms and conditions set forth therein; and
