PRE-FUNDED WARRANT AGENT AGREEMENTWarrant Agent Agreement • February 7th, 2019 • Cellect Biotechnology Ltd. • Surgical & medical instruments & apparatus • New York
This Warrant Agent Agreement (the “Warrant Agent Agreement”) made as of __________, 2019, is between Cellect Biotechnology Ltd., an Israeli company (the “Company”), and Computershare Inc., as warrant agent (the “Warrant Agent”).
American Depositary Shares, each representing 20 Ordinary Shares Pre-Funded Warrants to Purchase American Depositary Shares and Warrants to Purchase American Depositary Shares Cellect Biotechnology Ltd. UNDERWRITING AGREEMENTUnderwriting Agreement • February 7th, 2019 • Cellect Biotechnology Ltd. • Surgical & medical instruments & apparatus • New York
Cellect Biotechnology Ltd., an Israeli company (the “Company”), proposes to issue and sell, severally and not jointly, to A.G.P./Alliance Global Partners (the “Representative”) and the other underwriters named on Schedule I hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) (i) an aggregate of _____ American Depositary Shares of the Company (the “ADSs”), each representing twenty ordinary shares (the “Firm ADSs”), no par value per share, of the Company (the “Ordinary Shares”), and pre-funded warrants to purchase ______ ADSs at an exercise price of $0.01 per share (the “Pre-Funded Warrants”); and (ii) warrants to purchase an aggregate of ______ ADSs (the “Firm Warrants” and, collectively with the Firm ADSs and the Pre-Funded Warrants, the “Firm Securities”). The amount and form of the Firm Securities to be purchased by each Underwriter is set forth
