SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 28th, 2020 • SOS LTD • Finance services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of December 22, 2020, between SOS Limited., a Cayman Islands company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
SUBJECT TO LEGAL REVIEW AND COMMITMENT COMMITTEE APPROVALPlacement Agreement • December 28th, 2020 • SOS LTD • Finance services • New York
This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim”) the “Lead Manager”) and SOS Limited (the “Company”), that Maxim shall serve as (i) sole lead/exclusive placement agent for the Company, on a “reasonable best efforts” basis (“Direct Placement”) or (ii) sole lead book running manager for the Company, on a firm commitment basis (“Underwritten Placement”) and collectively with a Direct Placement (a “Placement”), in connection with the proposed offering of registered securities (the “Securities”) of the Company, including shares (the “Shares”) of the Company’s common stock (the “Common Stock”). The terms of such Placement and the Securities shall be mutually agreed upon by the Company, the Lead Manager and, if a Direct Placement, the purchasers (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein constitutes that the Lead Manager would have the power or authority to bind the Company or any Purchaser or an obligation for the Comp
LOCK-UP AGREEMENTLock-Up Agreement • December 28th, 2020 • SOS LTD • Finance services • New York
The undersigned, a holder of securities of SOS Limited, a Cayman Islands company. (the “Company”), understands that you are the placement agent (the “Placement Agent”) named in the placement agency agreement (the “Placement Agency Agreement”) entered into among the Placement Agent and the Company, providing for the placement (the “Placement”) of (i) American Depositary Shares representing Class A Ordinary Shares of the Company (the “Shares”) pursuant to a registration statement and related prospectuses and supplements thereto filed or to be filed with the U.S. Securities and Exchange Commission (the “SEC”) and (ii) warrant to purchase Shares (“Warrants” and together with the Shares, the “Securities”) pursuant to an exemption from the registration requirements of Section 5 of the Securities Act contained in Section 4(a)(2) thereof and/or Regulation D.
WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES SOS LIMITED.Warrant to Purchase American Depositary Shares • December 28th, 2020 • SOS LTD • Finance services
THIS WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES (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 December [__], 2020 and on or prior to 5:00 p.m. (New York City time) on December [__], 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SOS Limited., a Cayman Islands company (the “Company”), up to _____________American Depositary Shares (each, an “ADS” and, collectively, the “ADSs”), each ADS representing ten Class A Ordinary Shares par value US$0.0001 per share of the Company (“Ordinary Shares”). The purchase price of one ADS shall be equal to the Exercise Price, as defined in Section 2(b).
