SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 22nd, 2024 • Genetic Technologies LTD • Biological products, (no disgnostic substances) • New York
This Securities Purchase Agreement (this “Agreement”) dated as of April 18, 2024, is between Genetic Technologies Limited, an Australian corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
PLACEMENT AGENT WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES Genetic Technologies LimitedPlacement Agent Agreement • April 22nd, 2024 • Genetic Technologies LTD • Biological products, (no disgnostic substances)
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 the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on April , 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Genetic Technologies Limited, an Australian corporation (the “Company”), up to 614,250 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). This Warrant is issued pursuant to that certain Engagement Agreement, by and between the Company and H.C. Wainwright & Co.,
WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES Genetic Technologies LimitedWarrant Agreement • April 22nd, 2024 • Genetic Technologies LTD • Biological products, (no disgnostic substances)
THIS 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 the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [___________]1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Genetic Technologies Limited, an Australian corporation (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).
PRE-FUNDED WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES Genetic Technologies LimitedPre-Funded Warrant Agreement • April 22nd, 2024 • Genetic Technologies LTD • Biological products, (no disgnostic substances)
THIS PRE-FUNDED 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 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 Genetic Technologies Limited, an Australian corporation (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).
