PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • November 1st, 2022 • Kalera Public LTD Co • Agricultural production-crops • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 1st, 2022 • Kalera Public LTD Co • Agricultural production-crops • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of October 26, 2022, between Kalera Public Limited Company, a public limited company incorporated under the laws of the Republic of Ireland with registered number 606356 (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 ORDINARY SHARE PURCHASE WARRANT KALERA PUBLIC LIMITED COMPANYPre-Funded Ordinary Share Purchase Warrant • November 1st, 2022 • Kalera Public LTD Co • Agricultural production-crops • New York
THIS PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT (this “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 until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for, from Kalera Public Limited Company, an Irish incorporated public limited company (the “Company”), up to ______ Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”). The subscription price of one Ordinary Share under this Warrant shall be equal to the Aggregate Exercise Price, as defined in Section 2(b).
CLASS A ORDINARY SHARE PURCHASE WARRANT kalera public limited companyWarrant Agreement • November 1st, 2022 • Kalera Public LTD Co • Agricultural production-crops • New York
THIS CLASS A ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value of $0.0001 received by the Company, _____ 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 October 31, 2022 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on October 31, 2027 (the “Termination Date”) but not thereafter, to subscribe for, from Kalera Public Limited Company, an Irish incorporated public limited company (the “Company”), up to ______ Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”). The subscription price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
