SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 19th, 2024 • Altamira Therapeutics Ltd. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of September 17, 2024, between Altamira Therapeutics Ltd., an exempted company incorporated under the laws of Bermuda (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 COMMON SHARE PURCHASE WARRANT ALTAMIRA THERAPEUTICS LTD.Pre-Funded Common Share Purchase Warrant • September 19th, 2024 • Altamira Therapeutics Ltd. • Pharmaceutical preparations • New York
THIS PRE-FUNDED COMMON SHARE 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 the date set forth above (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Altamira Therapeutics Ltd., an exempted company incorporated under the laws of Bermuda (the “Company”), up to ______ Common Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SERIES A-2 COMMON SHARE PURCHASE WARRANT Altamira Therapeutics Ltd.Warrant Agreement • September 19th, 2024 • Altamira Therapeutics Ltd. • Pharmaceutical preparations • New York
THIS SERIES A-2 COMMON SHARE 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 the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the earlier of (i) the five (5) year anniversary following the initial issuance date or (ii) six (6) months following the date of the Series A-2 Milestone Event (as defined below) (the “Termination Date”) but not thereafter, to subscribe for and purchase from Altamira Therapeutics Ltd., an exempted company incorporated under the laws of Bermuda (the “Company”), up to ______ Common Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PLACEMENT AGENT COMMON SHARE PURCHASE WARRANT Altamira Therapeutics Ltd.Placement Agent Common Share Purchase Warrant • September 19th, 2024 • Altamira Therapeutics Ltd. • Pharmaceutical preparations • New York
THIS PLACEMENT AGENT COMMON SHARE 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 the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on September 17, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Altamira Therapeutics Ltd., an exempted company incorporated under the laws of Bermuda (the “Company”), up to ______ Common Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is being issued pursuant to that certain Engagement Agreement between the Company and H.C. Wainwright & Co., LLC, dated as of August 6, 2024, as amended on August 20, 2024.
