Securities Purchase AgreementSecurities Purchase Agreement • May 17th, 2024 • BriaCell Therapeutics Corp. • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 14, 2024, between BriaCell Therapeutics Corp., a corporation existing under the Business Corporations Act of British Columbia (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
ContractBriaCell Therapeutics Corp. • May 17th, 2024 • Pharmaceutical preparations • New York
Subject to the terms and conditions of this letter agreement (the “Agreement”) between A.G.P./Alliance Global Partners (the “Placement Agent”), as sole placement agent, and BriaCell Therapeutics Corp., a British Colombia corporation (the “Company”), the parties hereby agree that the Placement Agent shall serve as the placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of registered securities of the Company, consisting of: (i) common shares, no par value (“Common Shares”), (ii) pre-funded warrants to purchase Common Shares (the “Pre-Funded Warrants”) and (iii) warrants to purchase Common Shares (the “Common Warrants,” and together with the Pre-Funded Warrants, the “Warrants”). The Common Shares and Warrants actually sold by the Placement Agent are referred to herein as the “Placement Agent Securities.” The Placement Agent Securities and Common Shares issuable upon the exercise of the Warrants shall be offere
COMMON SHARE PURCHASE WARRANT BriaCell Therapeutics Corp.Common Share Purchase • May 17th, 2024 • BriaCell Therapeutics Corp. • Pharmaceutical preparations
THIS 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 November 17, 2024 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on November 17, 2029 (the “Termination Date”) but not thereafter, to subscribe for and purchase from BriaCell Therapeutics Corp., a British Columbia corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Shares. The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
PRE-FUNDED COMMON SHARE PURCHASE WARRANT BriaCell Therapeutics Corp.BriaCell Therapeutics Corp. • May 17th, 2024 • Pharmaceutical preparations
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 hereof (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from briacell therapeutics corp., a company incorporated under the Business Corporations Act (British Columbia) (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Common Shares. The purchase price of one Common Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
