SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 6th, 2019 • Check-Cap LTD • X-ray apparatus & tubes & related irradiation apparatus • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 4, 2019, by and between Check-Cap Ltd., a company organized under the laws of the State of Israel (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
ORDINARY SHARE PURCHASE WARRANT CHECK-CAP LTD.Ordinary Share Purchase Warrant • February 6th, 2019 • Check-Cap LTD • X-ray apparatus & tubes & related irradiation apparatus
THIS ORDINARY SHARE 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 [ISSUE DATE] (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ______________1 (the “Termination Date”), to subscribe for and purchase from Check-Cap Ltd., an Israeli company (the “Company”), up to ______ Ordinary Shares [50% Coverage], NIS 2.40 par value (the “Ordinary Share(s)”) (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT CHECK-CAP LTD.Pre-Funded Ordinary Share Purchase Warrant • February 6th, 2019 • Check-Cap LTD • X-ray apparatus & tubes & related irradiation apparatus
THIS PRE-FUNDED ORDINARY SHARE 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 the date hereof (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”), to subscribe for and purchase from Check-Cap Ltd., an Israeli company (the “Company”), up to ______ Ordinary Shares, NIS 2.40 par value (the “Ordinary Share(s)”) (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PLACEMENT AGENT ORDINARY SHARE PURCHASE WARRANT CHECK-CAP LTD.Placement Agent Ordinary Share Purchase Warrant • February 6th, 2019 • Check-Cap LTD • X-ray apparatus & tubes & related irradiation apparatus
THIS PLACEMENT AGENT ORDINARY SHARE 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 February 6, 2019 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on February 2, 2024 (the “Termination Date”), to subscribe for and purchase from Check-Cap Ltd., an Israeli company (the “Company”), up to ______ Ordinary Shares, NIS 2.40 par value (the “Ordinary Share(s)”) (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is being issued pursuant to that certain engagement letter, dated as of January 23, 2019, by and between the Company and H.C. Wainwright & Co., LLC.
