SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 2nd, 2021 • SciSparc Ltd./Adr • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March 1, 2021, between SciSparc Ltd., a company organized under the laws 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”).
PRE-FUNDED AMERICAN DEPOSITARY SHARES PURCHASE WARRANT scisparc LTD.Pre-Funded Warrant Agreement • March 2nd, 2021 • SciSparc Ltd./Adr • Pharmaceutical preparations • New York
THIS PRE-FUNDED AMERICAN DEPOSITARY SHARES 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 [___], 2021 (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”), but not thereafter, to subscribe for and purchase from SciSparc Ltd., an Israeli public company incorporated under the laws of Israel (the “Company”), up to ______ American Depositary Shares (“ADSs”), each ADS representing one hundred forty (140) ordinary shares, NIS 2.00 par value per Ordinary Share, of the Company (the “Ordinary Shares”) (as subject to adjustment hereunder, the “Warrant Shares”) (the ADSs issuable hereunder, the “Warrant ADSs”). The purchase price of one ADS under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
AMERICAN DEPOSITARY SHARES SERIES B PURCHASE WARRANT scisparc LTD.Securities Agreement • March 2nd, 2021 • SciSparc Ltd./Adr • Pharmaceutical preparations • New York
THIS AMERICAN DEPOSITARY SHARES SERIES B 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 [___], 2021 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [___], 2026 (the “Termination Date”), but not thereafter, to subscribe for and purchase from SciSparc Ltd., an Israeli public company incorporated under the laws of Israel (the “Company”), up to ______ American Depositary Shares (“ADSs”), each ADS representing one hundred forty (140) ordinary shares, NIS 2.00 par value per Ordinary Share, of the Company (the “Ordinary Shares”) (as subject to adjustment hereunder, the “Warrant Shares”) (the ADSs issuable hereunder, the “Warrant ADSs”). The purchase price of one ADS under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SciSparc Ltd.Securities Purchase Agreement • March 2nd, 2021 • SciSparc Ltd./Adr • Pharmaceutical preparations • New York
