UNDERWRITING AGREEMENT between MOBILICOM LIMITED and THINKEQUITY LLC as Representative of the Several Underwriters MOBILICOM LIMITEDUnderwriting Agreement • August 18th, 2022 • Mobilicom LTD • Aircraft • New York
The undersigned, Mobilicom Limited , a corporation formed under the laws of Australia (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Mobilicom Limited, the “Company”), hereby confirms its agreement (this “Agreement”) with ThinkEquity LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as set forth below.
FORM OF CERTIFICATED WARRANT WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES MOBILICOM LIMITEDWarrant Agreement • August 18th, 2022 • Mobilicom LTD • Aircraft • New York
THIS WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. New York City time on [________________]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Mobilicom Limited, a corporation formed under the laws of Australia (the “Company”), up to ______ Ordinary Shares, no par value per share (the “Ordinary Share(s)”) (as subject to adjustment hereunder, the “Warrant Shares”)), represented by _____________ American Depositary Shares (“ADSs”), each ADS representing 275 Ordinary Shares, as subject to adjustment hereunder (the “Warrant ADSs”). The purchase price of one Warrant ADS shall be equal to the Exercise Price, as defined in Sectio
WARRANT AGENT AGREEMENTWarrant Agent Agreement • August 18th, 2022 • Mobilicom LTD • Aircraft • New York
This Warrant Agent Agreement (the “Warrant Agent Agreement”) made as of [●], 2022, is between Mobilicom Limited, a corporation formed under the laws of Australia (the “Company”), and VStock Transfer, LLC (the “Warrant Agent”).
PRE-FUNDED WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES MOBILICOM LIMITEDPre-Funded Warrant • August 18th, 2022 • Mobilicom LTD • Aircraft • New York
THIS PRE-FUNDED WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY 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 the date hereof (the “Initial Exercise Date”) until this Warrant is exercised in full (the “Termination Date”), to subscribe for and purchase from Mobilicom Limited, a corporation formed under the laws of Australia (the “Company”), up to ______ Ordinary Shares, no par value per share (the “Ordinary Share(s)”) (as subject to adjustment hereunder, the “Warrant Shares”)), represented by _____________ American Depositary Share (“ADSs”), each _______________ Ordinary Shares representing one ADS, as subject to adjustment hereunder (the “Warrant ADSs”). The purchase price of one Warrant ADS shall be equal to the Exercise Price, as defined in Section 2(b).
