FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 24th, 2023 • Biodexa Pharmaceuticals PLC • Pharmaceutical preparations
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 23, 2023, between Biodexa Pharmaceuticals Plc, a public limited company organized under the laws of England and Wales (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).
PLACEMENT AGENCY AGREEMENT May 23, 2023Placement Agency Agreement • May 24th, 2023 • Biodexa Pharmaceuticals PLC • Pharmaceutical preparations • New York
FORM OF SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 24th, 2023 • Biodexa Pharmaceuticals PLC • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”), dated as of May 23, 2023, is between Biodexa Pharmaceuticals Plc, a public limited company organized under the laws of England and Wales (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
FORM OF SERIES D WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES Biodexa Pharmaceuticals PlcSecurity Agreement • May 24th, 2023 • Biodexa Pharmaceuticals PLC • Pharmaceutical preparations
THIS SERIES D 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 _________, 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the date that is the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Biodexa Pharmaceuticals Plc, a public limited company organized under the laws of England and Wales (the “Company”), up to ______ Ordinary Shares (the “Warrant Shares”) represented by _________ American Depositary Shares (“ADSs”), as subject to adjustment hereunder (the “Warrant ADSs”). The purchase price of one Warrant ADS under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
FORM OF PLACEMENT AGENT WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES BIODEXA PHARMACEUTICALS PLCSecurities Agreement • May 24th, 2023 • Biodexa Pharmaceuticals PLC • Pharmaceutical preparations
THIS PLACEMENT AGENT 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 _________, 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the date that is the three (3) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Biodexa Pharmaceuticals Plc, a public limited company organized under the laws of England and Wales (the “Company”), up to ______ Ordinary Shares (the “Warrant Shares”) represented by _________ American Depositary Shares (“ADSs”), as subject to adjustment hereunder (the “Warrant ADSs”). The purchase price of one Warrant ADS under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). T
FORM OF LOCK-UP AGREEMENT May 23, 2023Lock-Up Agreement • May 24th, 2023 • Biodexa Pharmaceuticals PLC • Pharmaceutical preparations
Re: Securities Purchase Agreement, dated as of May 23, 2023 (the “Purchase Agreement”), between Biodexa Pharmaceuticals Plc (the “Company”) and the purchasers signatory thereto (each, a “Purchaser” and, collectively, the “Purchasers”)
FORM OF LEAK-OUT AGREEMENT May 23, 2023Leak-Out Agreement • May 24th, 2023 • Biodexa Pharmaceuticals PLC • Pharmaceutical preparations
This agreement (the “Leak-Out Agreement”) is being delivered to you in connection with an understanding by and between Biodexa Pharmaceuticals Plc., a public limited company organized under the laws of England and Wales (the “Company”), and the person or persons named on the signature pages hereto (collectively, the “Holder”).
