ORDINARY SHARE PURCHASE WARRANT MEDLAB CLINICAL LTD.Ordinary Share Purchase Warrant • December 23rd, 2022 • Medlab Clinical Ltd. • Pharmaceutical preparations • New York
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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (Eastern time) on [ ], 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Medlab Clinical Ltd., a company organized under the laws of Australia (the “Company”), up to Ordinary Shares (as 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 Warrant is being issued pursuant to that certain Underwriting Agreement, dated [ ], 2022, between the Company and EF Hutton, division of Benchmark Investments, LLC, as representative of the underwriters thereunder (the “Underwriting Agreement”). This Warrant sha
PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT MEDLAB CLINICAL LTD.Pre-Funded Ordinary Share Purchase Warrant • December 23rd, 2022 • Medlab Clinical Ltd. • Pharmaceutical preparations • New York
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 or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (Eastern time) on [ ], 2027 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Medlab Clinical Ltd., a company organized under the laws of Australia (the “Company”), up to ______ Ordinary Shares (as 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 Warrant is being issued pursuant to that certain Underwriting Agreement, dated [ ], 2022, between the Company and EF Hutton, division of Benchmark Investments, LLC, as representative of the underwriters thereunder (the “Underwriti
WARRANT AGREEMENTWarrant Agreement • December 23rd, 2022 • Medlab Clinical Ltd. • Pharmaceutical preparations • New York
THIS WARRANT AGREEMENT made as of December [•], 2022 (the “Issuance Date”), between Medab Clinical Ltd., an Australian corporation (the “Company”), and VStock Transfer, LLC, a [New York corporation] (the “Warrant Agent”).
UNDERWRITING AGREEMENTUnderwriting Agreement • December 23rd, 2022 • Medlab Clinical Ltd. • Pharmaceutical preparations
Medlab Clinical Ltd., a company organized under the laws of Australia (the “Company”), proposes to issue and sell, to EF Hutton, division of Benchmark Investments, LLC (the “Underwriter”), an aggregate of (i) [ ] share units (the “Share Units”), with each Share Unit consisting of (A) one ordinary share (each a “Firm Share” and collectively the “Firm Shares”), no par value per share, of the Company (the “Shares”), and (B) a warrant to purchase one Share (each a “Firm Warrant” and collectively the “Firm Warrants”) and (ii) [ ] pre-funded warrant units (the “Pre-Funded Warrant Units”), with each Pre-Funded Warrant Unit consisting of (A) one pre-funded warrant to purchase one Share (the “Pre-Funded Warrants”) and (B) one Firm Warrant. The Share Units and the Pre-Funded Warrant Units, including the underlying Firm Shares, Pre-Funded Warrants and Firm Warrants are referred to herein as the “Firm Securities”. The amount and form of the Firm Securities to be purchased by the Underwriter is set
Form of Underwriter’s Warrant AgreementUnderwriter’s Warrant Agreement • December 23rd, 2022 • Medlab Clinical Ltd. • Pharmaceutical preparations • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED.
