SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 11th, 2023 • Brenmiller Energy Ltd. • Heating equipment, except electric & warm air furnaces • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”) is dated as of [●], 2023, between Brenmiller Energy Ltd., an Israeli corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
wARRANT TO PURCHASE ORDINARY SHARES BRENMILLER ENERGY LTD.Warrant to Purchase Ordinary Shares • December 11th, 2023 • Brenmiller Energy Ltd. • Heating equipment, except electric & warm air furnaces
THIS WARRANT TO PURCHASE ORDINARY 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 [____], 20281 (the “Termination Date”), but not thereafter, to subscribe for and purchase from Brenmiller Energy Ltd., an Israeli corporation (the “Company”), up to ______ ordinary shares, no par value per share (the “Ordinary Shares”) (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PRE-FUNDED WARRANT TO PURCHASE ORDINARY SHARES BRENMILLER ENERGY LTD.Pre-Funded Warrant Agreement • December 11th, 2023 • Brenmiller Energy Ltd. • Heating equipment, except electric & warm air furnaces
THIS PRE-FUNDED WARRANT TO PURCHASE ORDINARY 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”), but not thereafter, to subscribe for and purchase from Brenmiller Energy Ltd., an Israeli corporation (the “Company”), up to ______ ordinary shares, no par value per share (the “Ordinary Shares”) (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
Brenmiller Energy Ltd.Placement Agent Agreement • December 11th, 2023 • Brenmiller Energy Ltd. • Heating equipment, except electric & warm air furnaces • New York
