Exhibit 2.2 THIS AGREEMENT RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED IN REGULATION S UNDER THE 1933 ACT) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS...Securities Offering Agreement • November 6th, 2006 • Wallace Mountain Resources Corp. • Metal mining
ContractSecurities Offering Agreement • September 19th, 2024
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ContractSecurities Offering Agreement • August 6th, 2007 • Malibu Minerals Inc. • Metal mining • New York
THIS AGREEMENT RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED IN REGULATION S UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE "SECURITIES ACT")) PURSUANT TO REGULATION S UNDER THE SECURITIES ACT. NONE OF THE SECURITIES TO WHICH THIS AGREEMENT RELATES HAVE BEEN REGISTERED UNDER THE SECURITIES ACT, OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, NONE MAY BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OR TO U.S. PERSONS (AS DEFINED HEREIN) EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S UNDER THE SECURITIES ACT, PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH ALL APPLICABLE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THE SECURITIES MAY NOT BE CONDUCTED UNLESS IN ACCORDAN
New York Menlo Park Washington DC São Paulo London Paris Madrid Tokyo Beijing Hong Kong Davis Polk & Wardwell LLP 450 Lexington Avenue New York, NY 10017 212 450 4000 tel 212 701 5800 faxSecurities Offering Agreement • July 20th, 2012 • Lloyds Banking Group PLC • Commercial banks, nec
Lloyds TSB Bank plc, a public limited company organized under the laws of England and Wales (the “Issuer”), and Lloyds Banking Group plc, a public limited company organized under the laws of Scotland (the “Guarantor”), have filed a registration statement on Form F-3, File No. 333-167844 (the “Registration Statement”) for the purpose of registering under the U.S. Securities Act of 1933, as amended, the offering by the Issuer of certain securities, including US$20,509,000 aggregate principal amount of its Senior Callable Step-Up Fixed-Rate Notes due July 19, 2027 (the “Notes”), which are fully and unconditionally guaranteed by the Guarantor (the “Guarantee,” and together with the Notes, the “Securities”). The Securities are to be issued pursuant to the senior debt securities indenture dated as of January 21, 2011 (the “Senior Indenture”) among the Issuer, the Guarantor and The Bank of New York Mellon, acting through its London Branch, as trustee (the “Trustee”), as supplemented by the fi
AMENDED & RESTATED NOTE PURCHASE AGREEMENTSecurities Offering Agreement • May 14th, 2013 • Arkanova Energy Corp. • Drilling oil & gas wells • Texas
THIS AMENDED & RESTATED NOTE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of, but not necessarily on, the 6th day of February, 2013, by and between Arkanova Acquisition Corporation, a Nevada corporation (the “Company”), and Aton Select Funds Limited (the “Investor”).
AMENDED & RESTATED GUARANTY AGREEMENTSecurities Offering Agreement • May 14th, 2013 • Arkanova Energy Corp. • Drilling oil & gas wells • Texas
THIS AMENDED & RESTATED GUARANTY AGREEMENT (this “Guaranty”) is made and entered into as of, but not necessarily on, the 6th day of February, 2013, and between Arkanova Energy Corporation. a Nevada corporation (“Guarantor”) and Aton Select Funds Limited (the “Investor”)
ContractSecurities Offering Agreement • September 28th, 2022 • Delaware
THIS INSTRUMENT AND THE SECURITIES ARE BEING OFFERED PURSUANT TO SECTION 4(a)(6) OF THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) AND HAVE NOT BEEN REGISTERED UNDER THE ACT. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT IN COMPLIANCE WITH THE ACT.
ContractSecurities Offering Agreement • June 20th, 2007 • Arkanova Energy Corp • Gold and silver ores • Texas
THIS AGREEMENT RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED IN REGULATION S UNDER THE 1933 ACT) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”). NONE OF THE SECURITIES TO WHICH THIS AGREEMENT RELATES HAVE BEEN REGISTERED UNDER THE 1933 ACT, OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, NONE MAY BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OR TO U.S. PERSONS (AS DEFINED HEREIN EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S UNDER THE 1933 ACT, PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE 1933 ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH ALL APPLICABLE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THE SECURITIES MAY NOT BE CONDUCTED UNLESS IN ACCORDANCE WITH THE 1933 ACT.
NOTE PURCHASE AGREEMENTSecurities Offering Agreement • October 7th, 2009 • Arkanova Energy Corp. • Gold and silver ores • Texas
THIS NOTE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of, but not necessarily on, the 1st day of October, 2009, by and between Arkanova Acquisition Corporation, a Delaware corporation (the “Company”), and Aton Select Funds Limited (the “Investor”).
ContractSecurities Offering Agreement • November 3rd, 2011 • Arkanova Energy Corp. • Drilling oil & gas wells • Texas
THIS INSTRUMENT RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED IN REGULATION S UNDER THE 1933 ACT) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”). NONE OF THE SECURITIES TO WHICH THIS INSTRUMENT RELATES HAVE BEEN REGISTERED UNDER THE 1933 ACT, OR ANY U.S. STATE SECURITIES LAWS, AND, UNLESS SO REGISTERED, NONE MAY BE OFFERED OR SOLD, DIRECTLY OR INDIRECTLY, IN THE UNITED STATES OR TO U.S. PERSONS (AS DEFINED HEREIN EXCEPT IN ACCORDANCE WITH THE PROVISIONS OF REGULATION S UNDER THE 1933 ACT, PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE 1933 ACT, OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE 1933 ACT AND IN EACH CASE ONLY IN ACCORDANCE WITH ALL APPLICABLE SECURITIES LAWS. IN ADDITION, HEDGING TRANSACTIONS INVOLVING THE SECURITIES MAY NOT BE CONDUCTED UNLESS IN ACCORDANCE WITH THE 1933 ACT.
STRICTLY CONFIDENTIAL Medical Transcription Billing Corp.Securities Offering Agreement • June 2nd, 2017 • Medical Transcription Billing, Corp • Services-prepackaged software • New York
NOTE PURCHASE AGREEMENTSecurities Offering Agreement • June 20th, 2007 • Arkanova Energy Corp • Gold and silver ores • Texas
THIS NOTE PURCHASE AGREEMENT (this “Agreement”) is made as of the 15th day of June, 2007 by and between Arkanova Energy Corporation, a Nevada corporation (the “Company”), and the investor indicated on the signature page hereof (the “Investor”).
ContractSecurities Offering Agreement • May 23rd, 2024 • Delaware
THIS INSTRUMENT AND THE SECURITIES ARE BEING OFFERED PURSUANT TO SECTION 4(a)(6) OF THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”) AND HAVE NOT BEEN REGISTERED UNDER THE ACT. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT IN COMPLIANCE WITH THE ACT.
CELERITY SYSTEMS, INC. THE SECURITIES OFFERED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND ARE BEING OFFERED AND SOLD IN RELIANCE ON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF...Securities Offering Agreement • April 30th, 1999 • Celerity Systems Inc • Wholesale-computers & peripheral equipment & software
August 12, 2022Securities Offering Agreement • August 12th, 2022 • Broadstone Net Lease, Inc. • Real estate investment trusts
PURCHASE AGREEMENTSecurities Offering Agreement • May 18th, 2006 • Terax Energy, Inc. • Oil & gas field exploration services • Nevada
THIS PURCHASE AGREEMENT (this “Agreement”) is made as of the 12th day of May, 2006 by and between Terax Energy, Inc., a Nevada corporation (the “Company”), and Paul A. Turner, Trustee (the “Investor”),
ContractSecurities Offering Agreement • February 17th, 2005 • MFC Bancorp LTD • Security brokers, dealers & flotation companies
THIS AGREEMENT RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S (“REGULATION S”) UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “1933 ACT”).
NOTE PURCHASE AGREEMENTSecurities Offering Agreement • May 21st, 2007 • Arkanova Energy Corp • Gold and silver ores • Texas
THIS NOTE PURCHASE AGREEMENT (this “Agreement”) is made as of the ______ day of ____________________, 2007 by and between Arkanova Energy Corporation, a Nevada corporation (the “Company”), and the investor indicated on the signature page hereof (the “Investor”).
ContractSecurities Offering Agreement • March 8th, 2010 • Mabcure Inc. • In vitro & in vivo diagnostic substances • Nevada
THIS AGREEMENT RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT").
November 15, 2023 CONFIDENTIAL AgEagle Aerial Systems Inc. Wichita, Kansas Attention: Barrett MooneySecurities Offering Agreement • November 16th, 2023 • AgEagle Aerial Systems Inc. • Aircraft • Florida
The purpose of this engagement letter is to outline our agreement pursuant to which Dawson James Securities, Inc. (“Dawson”) will act initially as the lead placement agent, advisor or underwriter in connection with the offering by AgEagle Aerial Systems Inc. (collectively, with its subsidiaries and affiliates, the “Company”) of its securities (the “Securities”) during the Engagement Period (as defined below) of (i) Series F 5% Convertible Preferred Stock, (ii) Warrants, and (iii) Common Stock (the “Offering”). This engagement letter sets forth certain conditions and assumptions upon which the Offering is premised. The Company expressly acknowledges and agrees that the execution of this engagement letter does not constitute a commitment by Dawson to purchase the Securities (as defined below) and does not ensure the successful placement of the Securities or any portion thereof or the success of Dawson with respect to securing any other financing on behalf of the Company.
AMENDED & RESTATED PLEDGE AGREEMENTSecurities Offering Agreement • May 14th, 2013 • Arkanova Energy Corp. • Drilling oil & gas wells • Texas
THIS AMENDED & RESTATED PLEDGE AGREEMENT (this “Agreement”) is made and entered into as of, but not necessarily on, the 6th day of February, 2013, by and between Arkanova Acquisition Corporation, a Nevada corporation, (“Pledgor”), and Aton Select Funds Limited (“Secured Party”).
GUARANTY AGREEMENTSecurities Offering Agreement • November 3rd, 2011 • Arkanova Energy Corp. • Drilling oil & gas wells • Texas
THIS GUARANTY AGREEMENT (this “Guaranty”) is made and entered into as of, but not necessarily on, the 1st day of October, 2011, and between Arkanova Energy Corporation. a Nevada corporation (“Guarantor”),and Aton Select Funds Limited (the “Investor”)
Page 1 of 6 ------------------------------------------------------------------- ------------- This information is being delivered to a specific number of prospective sophisticated investors in order to assist them in determining whether they have an...Securities Offering Agreement • December 21st, 2001 • Morgan Stanley Dean Witter Cap I Inc Dep for Series 2001-Top
AGREEMENTSecurities Offering Agreement • October 29th, 2010 • Biocancell Therapeutics Inc. • Pharmaceutical preparations
This agreement (the “Agreement”) effective as of October 28, 2010, is made between BioCancell Therapeutics Inc. of 8 Hartom St, Jerusalem, Israel, a company duly organized and existing under the laws of the state of Delaware (the “Company”), and Clal Finance Underwriting Ltd., of 37 Menachem Begin, Tel Aviv, a company duly organized and existing under the laws of the State of Israel (“Clal”). Each of the Company and Clal shall be known as a “Party” and together the “Parties”.
ContractSecurities Offering Agreement • June 28th, 2019
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this document, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this document.
SI Securities, LLCSecurities Offering Agreement • August 18th, 2017 • Kindara, Inc. • Industrial instruments for measurement, display, and control • New York
ContractSecurities Offering Agreement • March 7th, 2007 • Arkanova Energy Corp • Gold and silver ores • British Columbia
THIS AGREEMENT RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT").
Exhibit 10 SEILER POLLUTION CONTROL SYSTEMS, INC. THE SECURITIES OFFERED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND ARE BEING OFFERED AND SOLD IN RELIANCE ON EXEMPTIONS FROM THE...Securities Offering Agreement • October 29th, 1998 • Seiler Pollution Control Systems Inc • Industrial process furnaces & ovens
THE SECURITIES OFFERED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY STATE SECURITIES LAWS AND ARE BEING OFFERED AND SOLD IN RELIANCE ON EXEMPTIONS FROM THE REGISTRATION REQUIREMENTS OF SUCH LAWS. THE SECURITIES ARE SUBJECT TO RESTRICTIONS OF TRANSFERABILITY AND RESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER SUCH LAWS PURSUANT TO REGISTRATION OR AN EXEMPTION THEREFROM. THE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND EXCHANGE COMMISSION OR ANY OTHER REGULATORY AUTHORITY, NOR HAVE ANY OF THE FOREGOING AUTHORITIES PASSED UPON OR ENDORSED THE MERITS OF THIS OFFERING OR THE ACCURACY OR ADEQUACY OF THE OFFERING MATERIALS. ANY REPRESENTATION TO THE CONTRARY IS UNLAWFUL.
Exhibit 10.45 THIS AGREEMENT RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S ("REGULATION S") UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED...Securities Offering Agreement • April 17th, 2006 • Mymetics Corp • Biological products, (no disgnostic substances)
ContractSecurities Offering Agreement • April 16th, 2002 • Merlin Software Technologies International Inc • Services-prepackaged software • British Columbia
THIS AGREEMENT RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO A PERSON WHO IS NOT A U.S. PERSON (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT").
