AQUA METALS, INC. and VSTOCK TRANSFER, LLC, as Warrant AgentWarrant Agency Agreement • May 15th, 2024 • Aqua Metals, Inc. • Secondary smelting & refining of nonferrous metals • New York
WARRANT AGENCY AGREEMENT, dated as of May [__], 2024 (“Agreement”), by and between Aqua Metals, Inc., a Delaware corporation (the “Company”), and VStock Transfer, LLC, a New York limited liability trust company (“VStock” or the “Warrant Agent”).
AQUA METALS, INC. 17,500,000 SHARES OF COMMON STOCK AND 17,500,000 COMMON STOCK PURCHASE WARRANTS UNDERWRITING AGREEMENTUnderwriting Agreement • May 15th, 2024 • Aqua Metals, Inc. • Secondary smelting & refining of nonferrous metals • New York
Aqua Metals, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to The Benchmark Company, LLC (the “Underwriter”), an aggregate of 17,500,000 authorized but unissued shares (the “Firm Shares”) of common stock, par value $0.001 per share (the “Common Stock”) of the Company, and 17,500,000 authorized common stock purchase warrants, each warrant to purchase one share of Common Stock (the “Firm Warrants”) and, at the election of the Underwriter, up to 2,625,000 additional shares of Common Stock (the “Additional Shares”) and/or up to 2,625,000 additional common stock purchase warrants (the “Additional Warrants”), in an offering under its registration statement on Form S-3 (File No. 333-267780). The Firm Warrants and the Additional Warrants will be exercisable at $0.39 per share of Common Stock, payable in cash only, for a period of five years from the date of this Agreement, not subject t
NON-REDEEMABLE COMMON STOCK PURCHASE WARRANT AQUA METALS, INC.Aqua Metals, Inc. • May 15th, 2024 • Secondary smelting & refining of nonferrous metals • New York
THIS NON-REDEEMABLE COMMON STOCK 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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on five year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Aqua Metals, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole registered
ContractCommon Stock Purchase • May 15th, 2024 • Aqua Metals, Inc. • Secondary smelting & refining of nonferrous metals • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING MAY 14, 2024 (THE “EFFECTIVE DATE”) TO ANYONE OTHER THAN (I) THE BENCHMARK COMPANY, LLC, OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING FOR WHICH THIS PURCHASE WARRANT WAS ISSUED TO THE UNDERWRITER AS CONSIDERATION (THE “OFFERING”), OR (II) THE OFFICERS OR PARTNERS, REGISTERED PERSONS OR AFFILIATES OF THE BENCHMARK COMPANY, LLC.
