Common use of REASON FOR TRANSFER – FOR US RESIDENTS ONLY Clause in Contracts

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. AND TO: Computershare Trust Company of Canada 3rd Floor, 000 Xxxxxxx Xx Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ Common Shares of enCore Energy Corp. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )

Appears in 2 contracts

Samples: Schedules (enCore Energy Corp.), enCore Energy Corp.

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REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada CST is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “BC” EXERCISE FORM TO: enCore Energy Corp. COHBAR, INC. AND TO: Computershare Trust Company of Canada 3rd FloorCST TRUST COMPANY, 000 Xxxxxxx Xx as Warrant Agent 0000-0000 Xxxx Xxxxxxxx Xx. Xxxxxxxxx, XX X0X 0X0 Xxxxxxx Xxxxxxxx X0X-XX0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ acquire (A) Common Shares of enCore Energy Corp. pursuant to the right of such holder to be issuedCohbar, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number Inc. Aggregate Exercise Price Payable: (# of Common Shares equal to the quotient obtained multiplied by dividing [(A-B) (X)] by (A)USD $2.00, where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation and that unless the Common Shares issued upon exercise of this Warrant are registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), and any applicable state securities laws, such Common Shares will bear a legend restricting the transfer without registration under the U.S. Securities Act and applicable state securities laws substantially the form set forth in Section 3.3(c) of the Warrant Indenture. Unless the Warrant Agent has received a written confirmation from the Corporation to the effect that the issuance of the Common Shares upon exercise hereof is registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), and any applicable state securities laws, you must complete the appended Warrant Exercise Certification. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare CST Trust Company of CanadaCompany, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__20 . ) ) ) Witness ) ) Signature of Warrantholder (must be the same as appears on the face of the Warrant Certificate) ) ) ) Name of Registered Warrantholder ¨ Please check if the certificates representing the Common Shares are to be delivered at the office where this Warrant Certificate is surrendered, failing which such certificates will be mailed to the address set out above. Certificates will be delivered or mailed as soon as practicable after the surrender of this Warrant Certificate to the Warrant Agent. SCHEDULE “D” WARRANT EXERCISE CERTIFICATION (TO BE COMPLETED ONLY IF A REGISTRATION STATEMENT IS NOT EFFECTIVE) To: COHBAR, INC. And To: CST TRUST COMPANY The undersigned holder of the within Warrant Certificate, pursuant to the Warrant Indenture mentioned therein, hereby exercises certain Warrants (the “Exercised Warrants”) evidenced thereby and hereby subscribes for a number of Common Shares of COHBAR, INC. equal to such number of Common Shares or number or amount of other securities or property, or combination thereof, to which such exercise entitles the undersigned under the provisions of the Warrant Indenture at an aggregate price equal to the product of the Exercise Price and the number of Exercised Warrants, and on the terms specified in such Warrant Certificate and the Warrant Indenture, and in payment therefor, delivers herewith a bank draft, certified cheque or money order payable to COHBAR, INC. Capitalized terms not defined herein shall have the definitions set forth in the Warrant Indenture. The undersigned represents that it (A) has had access to such current public information concerning COHBAR, INC. as it considered necessary in connection with its investment decision and (B) understands that the securities issuable upon exercise hereof have not been registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”). The undersigned represents and warrants as follows: [one must be checked, check only one] ¨ A. The undersigned is not a U.S. Purchaser and it (1) is not in the United States; (2) is not a U.S. Person and is not exercising the Warrants for, or on behalf or benefit of, a U.S. Person or person in the United States; (3) did not execute or deliver the Warrant Exercise Form in the United States; (4) agrees not to engage in hedging transactions with regard to the Securities prior to the expiration of the one-year distribution compliance period set forth in Rule 903(b)(3) of Regulation S; (5) acknowledges that the Common Shares issuable upon exercise of the Warrants are “restricted securities” as defined in Rule 144 of the U.S. Securities Act and upon the issuance thereof, and until such time as the same is no longer required under the applicable requirements of the U.S. Securities Act or applicable U.S. state laws and regulations, the certificates representing the Common Shares will bear a restrictive legend; and (6) acknowledges that the Corporation shall refuse to register any transfer of the Securities not made in accordance with the provisions of Regulation S, pursuant to registration under the U.S. Securities Act, or pursuant to an available exemption from registration under the U.S. Securities Act; and (B) the holder has not engaged in any “directed selling efforts” (as defined in Regulation S) in the United States.

Appears in 2 contracts

Samples: Cohbar, Inc., Cohbar, Inc.

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare TSX Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM ANY TRANSFER OF WARRANTS WILL REQUIRE COMPLIANCE WITH APPLICABLE SECURITIES LEGISLATION. TRANSFERORS AND TRANSFEREES ARE URGED TO CONTACT LEGAL COUNSEL BEFORE EFFECTING ANY SUCH TRANSFER. TO: enCore Energy HEXO Corp. AND TO: Computershare TSX Trust Company of Canada 3rd Floor000 Xxxxxxxx Xxxxxx Xxxx, Xxxxx 000 Xxxxxxx Xx XxxxxxxxxToronto, XX X0X 0X0 Ontario M5H 4H1 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: acquire ____________ (A) Common Shares of enCore Energy HEXO Corp. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [Exercise Price Payable: (A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt multiplied by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant$1.05, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible exigible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare TSX Trust Company of CanadaCompany, c/o General Manager, Corporate TrustTrust Services, 000 Xxxxxxxx Xxxxxx Xxxx, Xxxxx 000, Xxxxxxx, Xxxxxxx, X0X 0X0, Attention: Manager, Corporate Trust Services. [execution page follows] The undersigned hereby acknowledges and agrees that if that offer and sale of the Common Shares underlying the Warrants is not registered under the United States Securities Act of 1933, the undersigned elects to exercise the above referenced Warrants by cashless exercise pursuant to Section 3.3 of the Warrant Indenture. It is understood that the Corporation and TSX Trust Company may require evidence to verify the foregoing representation. DATED this ____day of _____, 20__. ) ) ) ) ) ) ) Witness (Signature of Warrantholder, to be the same as appears on the face of this Warrant Certificate) Name of Registered Warrantholder ☐ Please check if the certificates representing the Common Shares are to be delivered at the office where this Warrant Certificate is surrendered, failing which such certificates will be mailed to the address set out above. Certificates will be delivered or mailed as soon as practicable after the surrender of this Warrant Certificate to the Warrant Agent. Schedule “B” CONFIRMATION OF EXERCISE PRICE TO WARRANT AGENT TO: TSX Trust Company 000 Xxxxxxxx Xxxxxx Xxxx, Xxxxx 000 Toronto, Ontario M5H 4H1 The undersigned confirms the receipt of $_________________________ in connection with the exercise of Warrant Certificate# _________________________ by Registered Warrant holder:______________________________ to acquire __________________ Common Shares of HEXO Corp. Once completed and executed, this Confirmation Form must be mailed or delivered to TSX Trust Company, c/o Manager, Corporate Trust Services, 000 Xxxxxxxx Xxxxxx Xxxx, Xxxxx 000, Xxxxxxx, Xxxxxxx X0X 0X0. DATED this ____day of _____, 20__. HEXO CORP. By: Schedule “C” FORM OF WARRANT AGREEMENT WARRANT To acquire Common Shares of HEXO CORP. (incorporated under the laws of Ontario) Warrant Certificate No. 2020 WB – ● Certificate for ______________________________ Warrants, each entitling the holder to acquire one (1) Common Share subject to adjustment in accordance with the terms of the Warrant Indenture THIS IS TO CERTIFY THAT, for value received, (the “Warrantholder”) is the registered holder of the number of common share purchase warrants (the “Warrants”) of HEXO Corp. (the “Corporation”) specified above, and is entitled, on exercise of these Warrants upon and subject to the terms and conditions set forth herein, to purchase at any time before 5:00 p.m. (Eastern time) (the “Expiry Time”) on May 21, 2025 (the “Expiry Date”), one fully paid and non-assessable common share without par value in the capital of the Corporation as constituted on the date hereof (a “Common Share”) for each Warrant, subject to adjustment in accordance with the terms of the Warrant Indenture dated May 21, 2020, by and between the Corporation and TSX Trust Company (the “Warrant Indenture”). This Warrant Agreement was entered into by and between the Corporation and the Warrantholder in consideration of the withdrawal of Warrants from the Warrant Indenture and Warrant Agency pursuant to Section 2.13 of the Warrant Indenture. Certain undefined terms used herein have the meanings set forth in the Warrant Indenture. The Warrants represented by this Warrant Agreement shall be subject to the terms set forth in Sections 1.2, 1.3, 1.4, 1.5, 1.6, 1.7, 2.0, 2.3, 2.4, 2.10, 2.11, 2.12, 3.1,3.2(6), 3.2(7), 3.2(9), 3.2(10), 3.2(11), 3.2(13), 3.3, 3.4, 3.6, 3.7, 3.8, 3.10, 3.11(1), 4.1, 4.2, 4.3, 4.4, 4.5. 4.6, 4.7, 4.8, 4.9, 4.11, 5.1, 5.2, 5.5, 10.1, 10.2, 10.3, 10.8, 10.9 and 10.11 of the Warrant Indenture, as of the date of this Warrant Agreement, as applied to Certificated Warrants and such terms are hereby incorporated by reference, except that any reference to the Warrant Agent shall refer to the Corporation as the context may required. The Corporation will furnish to the holder, on request and without charge, a copy of the Warrant Indenture. This Warrant Agreement is not subject to the Warrant Agency under the Warrant Indenture. For purposes of this Warrant Agreement, references in the Warrant Indenture to a “Registered Warrantholder” shall be deemed to include the Warrantholder and any references to the “Warrant Agent” shall be deemed to refer to the Corporation. The Corporation covenants and agrees that it shall not fix a record date for the issuance of rights, options or warrants to all or substantially all the holders of its outstanding Common Shares without obtaining both the approval of the TSX to permit the Warrantholder to fully participate in such issuance and the prior consent of a majority of the Registered Warrantholders together with holders of Warrants governed by Warrant Agreements is given. The Warrants evidenced hereby are exercisable at or before 5:00 p.m. (Eastern time) on May 21, 2025 after which time the warrants evidenced hereby shall be deemed to be void and of no further force or effect. Exercise of the purchase rights represented by this Warrant Agreement may be made, in whole or in part, by delivery to the Corporation of the exercise form in the form annexed hereto (the “Exercise Form”), duly completed and executed by the Warrantholder or his, her or its executors, administrators (or other legal representatives or his, her or its attorney duly appointed by an instrument in writing in form and manner satisfactory to the Corporation, acting reasonably), either (i) by personal delivery, mail or courier to HEXO Corp., 0000 Xxxxxxx Xxxx, Xxxxxx, Xxxxxxx, X0X 0X0, Attention: Chief Financial Officer (or such other office or agency of the Corporation as it may designate by notice in writing to the Warrantholder at the address of the Warrantholder appearing on the books of the Company) by delivery of a facsimile copy to the Corporation, Attention: Chief Financial Officer (e-mail: [REDACTED]), and within one (1) Trading Day of the date said Exercise Form is delivered to the Corporation, payment of the aggregate Exercise Price of the Common Shares thereby purchased by wire transfer to: Bank: [REDACTED] Swift Code: [REDACTED] Bank Number: [REDACTED] Branch Number: [REDACTED] Account Number: [REDACTED] Beneficiary: [REDACTED] or by delivery to the Corporation at the address specified in (i) above of a certified cheque, bank draft or money order in the lawful money of Canada payable to or to the order of the Corporation or, if available, pursuant to the cashless exercise procedure specified in Section 3.3 of the Warrant Indenture. No ink original Exercise Form shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Form be required. Notwithstanding anything herein to the contrary, the Warrantholder shall not be required to physically surrender this Warrant to the Corporation until the Warrantholder has purchased all of the Common Shares available hereunder and the Warrant has been exercised in full, in which case, the Warrantholder shall surrender this Warrant to the Corporation for cancellation within two (2) Trading Days of the date the final Exercise Form is delivered to the Corporation. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Common Shares available hereunder shall have the effect of lowering the outstanding number of Common Shares purchasable hereunder in an amount equal to the applicable number of Common Shares purchased. The Warrantholder and the Corporation shall maintain records showing the number of Common Shares purchased and the date of such purchases. The Company shall deliver any objection to any Exercise within one (1) Business Day of receipt of such notice. The Warrantholder and any assignee, by acceptance of this Warrant Agreement, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Common Shares hereunder, the number of Common Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof. Within two (2) Trading Days after the Exercise Date with respect to a Warrant (the “Common Share Delivery Date”), the Corporation shall cause to be delivered or mailed to the Person or Persons in whose name or names the Warrant is registered or, if so specified in writing by the holder, cause to be delivered to such Person or Persons at the offices of the Corporation specified above where the Warrant Certificate was surrendered, a certificate or certificates for the appropriate number of Common Shares subscribed for, or any other appropriate evidence of the issuance of Common Shares to such Person or Persons in respect of Common Shares issued under the book entry registration system. Subject to adjustment thereof in the events and in the manner set forth in the Warrant Indenture, the exercise price payable for each Common Share upon the exercise of Warrants shall be $1.05 per Common Share. Certificates for the Common Shares subscribed for will be mailed to the persons specified in the Exercise Form at their respective addresses specified therein or, if so specified in the Exercise Form, delivered to such persons at the office where this Warrant Certificate is surrendered. If fewer Common Shares are purchased than the number that can be purchased pursuant to this Warrant Certificate, the holder hereof will be entitled to receive without charge a new Warrant Certificate in respect of the balance of the Common Shares not so purchased. No fractional Common Shares will be issued upon exercise of any Warrant. Pursuant to the terms set forth in Section 3.3 of the Warrant Indenture, if at any time following the initial effectiveness of the shelf registration statement filed with the United States Securities Commission under the United States Securities Act of 1933, as amended, registering the Common Shares issuable upon exercise of the Warrants (the “Registration Statement”) and prior to the Expiry Date, the Corporation determines that such Registration Statement is not effective, or the prospectus contained therein is not available for, the offer and sale of the Common Shares issuable upon exercise of the Warrants, the Corporation shall promptly provide written notice of such determination to the Warrantholder, and confirm in writing that the then outstanding Warrants may, until the earlier of the Registration Statement becoming effective or the Expiry Date, only be exercised by means of a “cashless exercise” pursuant to the terms set forth in Section 3.3(1) of the Warrant Indenture. On presentation at the principal office of the Corporation as set out above, subject to the applicable provisions of the Warrant Indenture incorporated herein by reference and on compliance with the reasonable requirements of the Corporation, one or more Warrant Agreements may be exchanged for one or more Warrant Agreements entitling the holder thereof to purchase in the aggregate an equal number of Common Shares as are purchasable under the Warrant Agreement(s) so exchanged. Terms adopted and incorporated into this Warrant Agreement from the Warrant Indenture provide for the adjustment of the price payable for each Common Share upon the exercise of Warrants and the number of Common Shares issuable upon the exercise of Warrants in the events and in the manner set forth therein. Terms adopted and incorporated into this Warrant Agreement from the Warrant Indenture also provide for making binding on all holders of Warrants outstanding thereunder resolutions passed at meetings of holders of Warrants held in accordance with the provisions of the Warrant Indenture and instruments in writing signed by Warrantholders of Warrants entitled to purchase a specific majority of the Common Shares that can be purchased pursuant to such Warrants. Such resolutions shall be binding on the Warrantholder under this Warrant Agreement. Nothing contained in this Warrant Agreement or elsewhere shall be construed as conferring upon the holder hereof any right or interest whatsoever as a holder of Common Shares or any other right or interest except as herein expressly provided. In the event of any discrepancy between anything contained in this Warrant Agreement and the terms and conditions of the Warrant Indenture, the terms and conditions of adopted and incorporated into this Warrant Agreement from the Warrant Indenture shall govern. Warrants may only be transferred in compliance with the conditions adopted and incorporated into this Warrant Agreement from the Warrant Indenture on the register to be kept by the Corporation in its principal office, or such other registrar as the Corporation may appoint at such other place or places, if any, as may be designated, upon surrender of this Warrant Agreement to the Corporation or other registrar as the Corporation may appoint accompanied by a written instrument of transfer in form and execution satisfactory to the Corporation and upon compliance with the conditions adopted and incorporated into this Warrant Agreement from the Warrant Indenture and with such reasonable requirements as the may prescribe and upon the transfer being duly noted thereon by the Corporation or other registrar as the Corporation may appoint. A transferee will be bound by the terms and conditions set forth in the Warrant Agreement. Time is of the essence hereof. This Warrant Agreement will not be valid for any purpose until it has been countersigned by the Corporation. The parties hereto have declared that they have required that these presents and all other documents related hereto be in the English language. Les parties aux présentes déclarent qu’elles ont exigé que la présente convention, de même que tous les documents s’y rapportant, soient rédigés en anglais.

Appears in 1 contract

Samples: HEXO Corp.

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada National Securities Administrators Ltd. is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). TO: StillCanna Inc.‌ SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. AND TO: Computershare Trust Company of Canada 3rd FloorNational Securities Administrators Ltd. 000 Xxxxxx Xx – #000, 000 Xxxxxxx Xx Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ acquire (A) Common Shares of enCore Energy Corp. pursuant StillCanna Inc. Exercise Price Payable: ((A) multiplied by $1.73, subject to adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises represents, warrants and certifies as follows (one (only) of the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer following must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: www.sativawebsites.com

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Invictus MD Strategies Corp. AND TO: Computershare Trust Company of Canada 3rd Floor, 000 Xxxxxxx Xx Xxxxxx, Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquireacquire ____________(A) Common Shares of Invictus MD Strategies Corp. Exercise Price Payable: ____________ Common Shares of enCore Energy Corp. pursuant _______________________________________((A) multiplied by $2.35, subject to adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises represents, warrants and certifies as follows (one (only) of the right following must be checked): [ ] (A) the undersigned holder at the time of such holder to be issuedexercise of the Warrants (i) is not in the United States, (ii) is not a U.S. Person , (iii) is not exercising the Warrants for the account or benefit of a U.S. Person or a person in the United States, (iv) did not execute or deliver this exercise form in the United States and hereby subscribes for, (v) delivery of the underlying Common Shares that are issuable will not be to an address in the United States; OR [ ] (B) the undersigned holder (a) is the original U.S. purchaser who purchased the Warrants pursuant to the exercise Corporation’s Unit offering who delivered the Certificate of such U.S. Purchaser attached to the subscription agreement in connection with its purchase of Units, (b) is exercising the Warrants on for its own account or for the terms specified in such Warrant Certificate and account of a disclosed principal that was named in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issuedsubscription agreement pursuant to which it purchased such Units, registered and delivered as follows: Name(s(c) in Full is, and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government chargessuch disclosed principal, if any, is an institutional "accredited investor" as defined in Rule 501(a)(1),(2),(3)or (7) of Regulation D under the U.S. Securities Act of 1933, as amended (the “U.S. Securities Act”) at the time of exercise of these Warrants and the Form representations and warranties of Transfer must be duly executed. Once the holder made in the original subscription agreement including the Certificate of U.S. Purchaser remain true and correct as of the date of exercise of these Warrants; OR [ ] (C) if the undersigned holder is (i) a holder in the United States, (ii) a U.S. Person, (iii) a person exercising for the account or benefit of a U.S. Person, (iv) executing or delivering this exercise form in the United States or (v) requesting delivery of the underlying Common Shares in the United States, the undersigned holder has delivered to the Corporation and the Corporation’s transfer agent (a) a completed and executedexecuted U.S. Purchaser Letter in substantially the form attached to the Warrant Indenture as Schedule “D” or (b) an opinion of counsel (which will not be sufficient unless it is in form and substance reasonably satisfactory to the Corporation and Warrant Agent) or such other evidence reasonably satisfactory to the Corporation and Warrant Agent to the effect that with respect to the Common Shares to be delivered upon exercise of the Warrants, this Exercise Form must be mailed the issuance of such securities has been registered under the U.S. Securities Act and applicable state securities laws, or delivered to an exemption from such registration requirements is available. It is understood that the Corporation and Computershare Trust Company of Canada, c/o General Manager, Corporate TrustCanada may require evidence to verify the foregoing representations. [execution page follows] DATED this ____day of _____, 20__. Notes: (1) )Certificates will not be registered or delivered to an address in the United States unless Box B or C above is checked.

Appears in 1 contract

Samples: Invictus MD Strategies Corp.

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare TSX Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM ESCROW RELEASE NOTICE‌ TO: enCore Energy TSX TRUST COMPANY Reference is made to the subscription receipt agreement dated as of February 5, 2021 (the “Subscription Receipt Agreement”) among Forbidden Distillery Inc. (the “Corporation”), Spartan Acquisition Corp. AND TO: Computershare and TSX Trust Company of Canada 3rd Floor(the “Subscription Receipt Agent”). Unless otherwise defined herein, 000 Xxxxxxx Xx Xxxxxxxxxwords and terms with the letter or letters thereof capitalized shall have the meanings given to such words and terms in the Subscription Receipt Agreement. The Subscription Receipt Agent is hereby notified that paragraphs (a), XX X0X 0X0 The undersigned holder (b), (c), (d), (e) and (f) of the Warrants evidenced by this Warrant Certificate Escrow Release Conditions have been satisfied in full or waived in accordance with the Subscription Receipt Agreement, and, accordingly, the Subscription Receipt Agent is hereby exercises irrevocably directed and authorized to, in accordance with Section 6.3 of the right to acquire: ____________ Common Shares of enCore Energy Corp. pursuant Subscription Receipt Agreement, release on or within one Business Day following the Release Date to the right of such holder to be issuedCorporation, and hereby subscribes for$[●], representing the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 balance of the Warrant IndentureEscrowed Funds less $[●], being the remaining remuneration, expenses and disbursements of the Subscription Receipt Agent payable under Section 5.4 of the Subscription Receipt Agreement, by means of a “cashless exercise” whereby, during wire transfer(s) of immediately available funds in the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal amounts and to the quotient obtained by dividing [(A-Bbank account(s) (X)] by (A)as attached hereto. This Escrow Release Notice, where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise which may be subject to restrictions on resale under applicable securities legislation. Any capitalized term signed in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered counterparts and delivered as follows: Name(s) in Full electronically, is irrevocable and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing shall constitute your good and sufficient authority for taking the Common Shares are to be issuedactions described herein. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__20 . ) FORBIDDEN DISTILLERY INC. By: Name: Title: SCHEDULE “C” FORM OF DECLARATION OF REMOVAL OF LEGEND Declarations for Removal of Legend To: Forbidden Distillery Inc. (the “Corporation”). And to: TSX Trust Company

Appears in 1 contract

Samples: Receipt Agreement

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. Aleafia Inc. AND TO: Computershare Trust Company of Canada 3rd Floor, 000 Xxxxxxx Xx XxxxxxxxxXxxxxxxxxx Xxx. Xxxxxxx, XX X0X 0X0 Or 0000, Xxxxxx-Xxxxxxxx Blvd. 7th Floor Montreal, Quebec H3A 3S8 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ _Common Shares of enCore Energy Corp. Aleafia Inc. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby represents, warrants and certifies that (check box (a), (b), (c) or (d) as applicable): [ ] (a) the undersigned (i) is not in the United States; (ii) is not a U.S. Person; (iii) is not exercising the Warrants on behalf of, or for the account or benefit of, a U.S. Person or a person in the United States; (iv) did not acquire the Warrants in the United States or on behalf of, or for the account or benefit of, a U.S. Person or a person in the United States; (v) did not receive an offer to exercise the Warrants in the United States; (vi) did not execute or deliver this Exercise Form in the United States; (vii) delivery of the underlying Common Shares will not be to an address in the United States; and (viii) has, in all other respects, complied with the terms of Regulation S in connection herewith; [ ] (b) the undersigned (i) is a Qualified Institutional Buyer as defined in Rule 144A under the U.S. Securities Act, who first purchased Subscription Receipts on the date of original issuance of the Subscription Receipts and who, in connection with such purchase, executed a U.S. Subscription Agreement; (ii) is exercising the Warrants for its own account or for the account of a disclosed principal that was named in the U.S. Subscription Agreement; (iii) is, and such disclosed principal, if any, is a Qualified Institutional Buyer at the time of exercise of these Warrants; and (iv) confirms the representations and warranties made by the undersigned in the U.S. Subscription Agreement including all applicable schedules attached thereto at the time of the original purchase of the Subscription Receipts remain true and complete as of the date hereof; [ ] (c) the undersigned (i) is a U.S. Accredited Investor, who first purchased Subscription Receipts on the date of original issuance of the Subscription Receipts and who, in connection with such purchase, executed a U.S. Subscription Agreement; (ii) is exercising the Warrants for its own account or for the account of a disclosed principal that was named in the U.S. Subscription Agreement; (iii) is, and such disclosed principal, if any, is a U.S. Accredited Investor at the time of exercise of these Warrants; and (iv) confirms the representations and warranties made by the undersigned in the U.S. Subscription Agreement including all applicable schedules attached thereto at the time of the original purchase of the Subscription Receipts remain true and complete as of the date hereof; or [ ] (d) the undersigned (A) is (i) present in the United States, (ii) a U.S. Person, (iii) a person exercising the Warrants for the account or benefit of a U.S. Person or a person in the United States, or (iv) requesting delivery in the United States of the Common Shares issuable upon such exercise, and the (B) has an exemption from the registration requirements of the U.S. Securities Act and all applicable state securities laws is available for the exercise of the Warrants, and attached hereto is a written opinion of U.S. counsel or other evidence in form and substance reasonably satisfactory to the Corporation and the Warrant Agent to that effect. If the Warrants are being exercised prior to the completion of the Amalgamation, then unless Box (a) or (b) above is checked, certificates representing Common Shares will bear the legend set forth in Section 2.5(4) of the Warrant Indenture. If the Warrants are being exercised post-Amalgamation, then unless Box (a) or (b) above is checked, certificates representing Common Shares will bear the legend set forth in Section 2.5(5) of the Warrant Indenture. If Box (d) above is checked, holders are encouraged to consult with the Corporation and the Warrant Agent in advance to determine that the legal opinion tendered in connection with the exercise will be satisfactory in form and substance to the Corporation and the Warrant Agent. The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation including the resale restrictions in the U.S. Subscription Agreement applicable to QIB Purchasers and U.S. Accredited Investor Purchasers. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Address(es) Number of Social Insurance Common Shares Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare toComputershare Trust Company of CanadaCanada at: 000 Xxxxxxxxxx Xxx., c/o General ManagerXxxxxxx, Corporate TrustXX X0X 0X0 or 0000, Xxxxxx-Xxxxxxxx Blvd, 7th Floor, Montreal, Quebec H3A 3S8. [execution page follows] DATED this ____day of _____, 20__. ) ) Witness ) (Signature of Warrantholder, to be the same as ) appears on the face of this Warrant Certificate) ) ) Name of Registered Warrantholder [ ] Please check if the certificates representing the Common Shares are to be delivered at the office where this Warrant Certificate is surrendered, failing which such certificates will be mailed to the address set out above. Certificates will be delivered or mailed as soon as practicable after the surrender of this Warrant Certificate to the Warrant Agent. SCHEDULE “C” FORM OF DECLARATION OF REMOVAL OF LEGEND Declarations for Removal of Legend To: Computershare Trust Company of Canada, And to Computershare Investor Services Ltd., as Registrar and Transfer Agent for the common shares of Aleafia Inc. (the “Corporation”).

Appears in 1 contract

Samples: Aleafia Health Inc.

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada the Subscription Receipt Agent is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM ESCROW RELEASE NOTICE TO: enCore Energy Corp. AND TO: Computershare ENDEAVOR TRUST CORPORATION Reference is made to the subscription receipt agreement dated , 2021, (the “Subscription Receipt Agreement”) between Plant Veda Foods Ltd. (the “Corporation”), Mackie Research Capital Corporation (the “Agent”) and Endeavour Trust Company of Canada 3rd FloorCorporation (the “Subscription Receipt Agent”). Unless otherwise defined herein, 000 Xxxxxxx Xx Xxxxxxxxxwords and terms with the letter or letters thereof capitalized shall have the meanings given to such words and terms in the Subscription Receipt Agreement. The Subscription Receipt Agent is hereby notified that the Release Condition has been satisfied in full in accordance with the Subscription Receipt Agreement, XX X0X 0X0 The undersigned holder and, accordingly, the Subscription Receipt Agent is hereby irrevocably directed and authorized to, in accordance with Section 4.1(c) of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ Common Shares of enCore Energy Corp. pursuant Subscription Receipt Agreement, release CAD$ to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, Agent by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal wire transfer to the quotient obtained by dividing [(A-B) (X)] by (A)bank account indicated in the attached, where (i) (A) equals the Current Market Price on the trading day immediately preceding the date account of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrantits corporate finance fee, as adjusted; cash commission and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants reasonable expenses all in accordance with their terms the Agent Agreement; and CAD$ , representing the Escrowed Funds (less the amounts payable to the Agent and an amount payable to the Subscription Receipt Agent equal to its reasonable fees for services rendered and disbursements incurred) to Xxxxxx Xxxxxxx LLP, counsel to the Corporation by means of a cash exercise rather than a cashlesswire transfer to the bank account indicated in the attached. The undersigned It is hereby acknowledges confirmed that at the undersigned is aware that Release Time (which occurred on , 2021), the transfer agent of the Common Shares received on exercise may be subject and the Subscription Receipt Agent is directed to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have issue an aggregate total of Units (CUSIP [ ]) to the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable Subscription Receiptholders pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )Sections 4.1,

Appears in 1 contract

Samples: Receipt Agreement

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” NOTICE OF INTENT TO EXERCISE FORM TONotice to Warrantholders: enCore Energy Corp. AND TO: Computershare Trust Company This Notice of Canada 3rd Floor, 000 Xxxxxxx Xx Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right Intent to acquire: ____________ Common Shares of enCore Energy Corp. pursuant to the right of such holder Exercise Form is to be issuedused only by U.S. Persons, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and persons in the Indenture for an aggregate exercise price of _________________; United States, or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate persons exercising for the number account or benefit of Common Shares equal to U.S. Persons or persons in the quotient obtained by dividing [United States at a time when there is no effective registration statement under the United States Securities Act of 1933, as amended (A-B) (X)] by (Athe “U.S. Securities Act”), where (i) (A) equals registering the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares common shares issuable upon exercise of the Warrants in accordance with their terms by means to which this Notice of a cash exercise rather than a cashlessIntent to Exercise Form relates. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise Warrantholders who submit this Notice of Intent to Exercise Form may be subject required by the Corporation or the Warrant Agency to restrictions on resale under applicable securities legislationprovide evidence such Warrantholder is, or is acting for the account or benefit of, a U.S. Person or in the United States. Any capitalized term in By providing this Warrant Certificate that is not otherwise defined hereinNotice of Intent to Exercise Form, shall have the meaning ascribed thereto in Warrantholder will be permitted, at the election of the Corporation, to either (i) undertake a cashless exercise of the Warrants or (ii) redeem the Warrants for cash, each pursuant to the conditions of the Warrant Indenture. The undersigned hereby exercises the right Please review Section 3.10 of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant IndentureIndenture for further information regarding this Notice of Intent to Exercise Form. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered TO: NioCorp Developments Ltd. and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day Canada The undersigned hereby provides notice to NioCorp Developments Ltd. (the “Corporation”) and Computershare Trust Company of _____, 20__. Canada (the “Warrant Agency”) of the undersigned’s intent to exercise the right to acquire Common Shares of the Corporation (or such number of other securities or property to which such Warrants entitle the undersigned in lieu thereof or in addition thereto under the provisions of the Warrant Indenture referred to in the accompanying Warrant Certificate).

Appears in 1 contract

Samples: Warrant Indenture (Niocorp Developments LTD)

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Odyssey Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. VIBE GROWTH CORPORATION AND TO: Computershare Odyssey Trust Company of Canada 3rd FloorXxxxx 0000, 000 0xx Xxxxxx X.X. Xxxxxxx, Xxxxxxx Xx Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ acquire (A) Common Shares of enCore Energy Corp. pursuant VIBE GROWTH CORPORATION Exercise Price Payable: ((A) multiplied by $1.06, subject to adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises represents, warrants and certifies as follows (one (only) of the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer following must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: webfiles.thecse.com

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Endeavor Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. NeonMind Biosciences Inc. AND TO: Computershare Endeavor Trust Company of Canada 3rd FloorCorporation Suite 702 – 000 Xxxxxx Xxxxxx, 000 Xxxxxxx Xx Xxxxxxxxx, XX XX, X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ acquire (A) Common Shares of enCore Energy Corp. pursuant NeonMind Biosciences Inc. Exercise Price Payable: (A) multiplied by $0.20, subject to adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises represents, warrants and certifies as follows (one (only) of the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer following must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: webfiles.thecse.com

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM ANY TRANSFER OF WARRANTS WILL REQUIRE COMPLIANCE WITH APPLICABLE SECURITIES LEGISLATION. TRANSFERORS AND TRANSFEREES ARE URGED TO CONTACT LEGAL COUNSEL BEFORE EFFECTING ANY SUCH TRANSFER. TO: enCore Energy Corp. Aeterna Zentaris Inc. AND TO: Computershare Trust Company of Canada 3rd Floor600 Xxxx. De Maisonneuve West, 000 Xxxxxxx Xx Xxxxxxxxx7th Floor Montreal, XX X0X 0X0 QC H3A 3T2 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ Common Shares of enCore Energy Corp. Warrants pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Warrant Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, whereby the Warrantholder shall be entitled to receive a certificate for the number of Common Warrant Shares equal to the quotient obtained by dividing [(X) (A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) where: (X) equals the number of Common Warrant Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that cashless exercise; (A) equals the undersigned is aware that Current Market Price on the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have Trading Day immediately preceding the meaning ascribed thereto in date of the receipt by the Warrant IndentureAgent of the notice of exercise; and (B) equals the Exercise Price of each Warrant, as adjusted. The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )) Witness ) (Signature of Warrantholder, to be the same as ) appears on the face of this Warrant Certificate) ) Name of Registered Warrantholder ☐ Please check if the certificates representing the Common Shares are to be delivered at the office where this Warrant Certificate is surrendered, failing which such certificates will be mailed to the address set out above. Certificates will be delivered or mailed as soon as practicable after the surrender of this Warrant Certificate to the Warrant Agent.

Appears in 1 contract

Samples: Warrant Indenture (Aeterna Zentaris Inc.)

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare TSX Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. GENERATION MINING LIMITED AND TO: Computershare TSX Trust Company of Canada 3rd Floor, 000 Xxxxxxx Xx Xxxxxxxxx, XX X0X 0X0 (insert address) The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ acquire (A) Common Shares of enCore Energy Corp. pursuant Generation Mining Limited Exercise Price Payable: ((A) multiplied by $0.45, subject to adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises represents, warrants and certifies as follows (one (only) of the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer following must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: Warrant Indenture

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare TSX Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE "B" EXERCISE FORM TO: enCore Energy Corp. OSISKO DEVELOPMENT CORP. AND TO: Computershare TSX Trust Company of Canada 3rd Floor100 Xxxxxxxx Xx X #000, 000 Xxxxxxx Xx XxxxxxxxxXxxxxxx, XX X0X 0X0 Attn: Corporate Actions The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ______________________ Common Shares of enCore Energy Corp. pursuant to the right of such holder to be issued, and hereby subscribes for, for the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of of_________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby represents, warrants and certifies that (check box (a), (b), (c) or as applicable): ☐ (a) the undersigned (i) is not in the United States; (ii) is not a U.S. Person; (iii) is not exercising the Warrants on behalf of, or for the account or benefit of, a U.S. Person or a person in the United States; (iv) did not acquire the Warrants in the United States or on behalf of, or for the account or benefit of, a U.S. Person or a person in the United States; (v) did not receive an offer to exercise the Warrants in the United States; (vi) did not execute or deliver this Exercise Form in the United States; (vii) delivery of the underlying Common Shares will not be to an address in the United States; and (viii) has, in all other respects, complied with the terms of Regulation S in connection herewith; ☐ (b) the undersigned (i) is a Qualified Institutional Buyer as defined in Rule 144A under the U.S. Securities Act, who first purchased Subscription Receipts or Units, as applicable, on the date of original issuance of the Subscription Receipts or Units, as applicable, and who, in connection with such purchase, executed a U.S. Subscription Agreement; (ii) is exercising the Warrants for its own account or for the account of a disclosed principal that was named in the U.S. Subscription Agreement; (iii) is, and such disclosed principal, if any, is a Qualified Institutional Buyer at the time of exercise of these Warrants; and (iv) confirms the representations and warranties made by the undersigned in the U.S. Subscription Agreement including all applicable schedules attached thereto at the time of the original purchase of the Subscription Receipts or Units, as applicable, remain true and complete as of the date hereof; ☐ (c) the undersigned (A) is (i) present in the United States, (ii) a U.S. Person, (iii) a person exercising the Warrants for the account or benefit of a U.S. Person or a person in the United States, or (iv) requesting delivery in the United States of the Common Shares issuable upon such exercise, and the (B) has an exemption from the registration requirements of the U.S. Securities Act and all applicable state securities laws is available for the exercise of the Warrants, and attached hereto is a written opinion of U.S. counsel or other evidence in form and substance reasonably satisfactory to the Corporation to that effect. If Box (c) above is checked, holders are encouraged to consult with the Corporation in advance to determine that the legal opinion tendered in connection with the exercise will be satisfactory in form and substance to the Corporation. The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation including the resale restrictions in the U.S. Subscription Agreement applicable to QIB Purchasers, and, if Box (c) is checked, the Common Shares received on exercise may bear a restrictive U.S. legend reflecting such restrictions. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare TSX Trust Company of Canadaat: 100 Xxxxxxxx Xxxxxx Xxxx, c/o General ManagerXxxxx 000, Xxxxxxx, XX X0X 0X0, Attn: Corporate TrustActions. [execution page follows] DATED this ______ day of _________________, 20202____. ) )

Appears in 1 contract

Samples: Osisko Development Corp.

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Odyssey Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE "B" EXERCISE FORM TO: enCore Energy Corp. INNOCAN PHARMA CORPORATION AND TO: Computershare Odyssey Trust Company of Canada 3rd Floor1230, 000 Xxxxxxx Xx Xxxxxxxxx0xx Xxx XX Xxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ acquire (A) Common Shares of enCore Energy Corp. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [INNOCAN PHARMA CORPORATION Exercise Price Payable: (A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt multiplied by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant$0.25, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) Any capitalized term in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned represents, warrants and certifies as follows (one (only) of the following must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: sedar-filings-backup.thecse.com

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. GOLD STANDARD VENTURES CORP. AND TO: Computershare Trust Company of Canada 3rd Floor, 000 Xxxxxxx Xx Xxxxxx Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquireacquire ____________ (A) Common Shares of Gold Standard Ventures Corp. Exercise Price Payable: __________________________________________________ Common Shares of enCore Energy Corp. pursuant ((A) multiplied by $1.00, subject to adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises represents, warrants and certifies as follows (one (only) of the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer following must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: Warrant Indenture (Gold Standard Ventures Corp.)

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE "B" EXERCISE FORM NOTICE‌ TO: enCore Energy Corp. THE VERY GOOD FOOD COMPANY INC. AND TO: Computershare Trust Company of Canada 3rd Floor, 000 Xxxxxxx Xx XxxxxxxxxXxxxxx, XX X0X 0X0 0xx Floor Vancouver, BC V6C 3B9 The undersigned holder of the Warrants evidenced by this Warrant Certificate or the DRS Advice hereby exercises the right to acquire: ____________ acquire (A) Common Shares of enCore Energy Corp. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [The Very Good Food Company Inc. Exercise Price Payable: (A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt multiplied by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant$2.00, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate or the DRS Advice and in the Warrant Indenture. The undersigned hereby irrevocably directs acknowledges that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing undersigned is aware that the Common Shares are received on exercise may be subject to be issuedrestrictions on resale under applicable securities laws. If any Common Shares are to be issued to a person or persons other than Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the registered holder, the registered holder must pay to meaning ascribed thereto in the Warrant Agent all eligible transfer taxes or other government chargesIndenture. The undersigned represents, if any, warrants and certifies as follows (one (only) of the Form of Transfer following must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: sec.report

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Odyssey Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. ACREAGE HOLDINGS, INC. AND TO: Computershare Odyssey Trust Company of Canada 3rd Floor, 000 Xxxxxxx Xx Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ Common Shares of enCore Energy Corp. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) acquire (A) equals the Current Market Price on the trading day immediately preceding the date Subordinate Voting Shares of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Acreage Holdings, Inc. Total Exercise Price of each WarrantPayable: ((A) multiplied by $5.80, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Subordinate Voting Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs acknowledges that the said Common undersigned is aware that the Subordinate Voting Shares received on exercise may be issuedsubject to restrictions on resale under applicable securities legislation. Any capitalized term herein that is not otherwise defined herein, registered shall have the meaning ascribed thereto in the Warrant Indenture. As at the time of exercise hereunder, the undersigned represents, warrants and delivered certifies as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) ):

Appears in 1 contract

Samples: webfiles.thecse.com

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Endeavor Trust Company of Canada Corporation is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Augusta Gold Corp. AND TO: Computershare Endeavor Trust Company of Canada 3rd FloorCorporation 000 - 000 Xxxxxx Xxxxxx, 000 Xxxxxxx Xx XxxxxxxxxVancouver, XX X0X 0X0 BC, V6Z 1S4 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: acquire ____________ (A) Common Shares of enCore Energy Augusta Gold Corp. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [Exercise Price Payable: (A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt multiplied by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant$2.30, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Endeavor Trust Company of CanadaCorporation, c/o General ManagerSecurities Processing, Corporate Trust000 - 000 Xxxxxx Xxxxxx, Xxxxxxxxx, XX, X0X 0X0. [execution page follows] The undersigned hereby acknowledges and agrees that if that offer and sale of the Common Shares underlying the Warrants is not registered under the United States Securities Act of 1933, the undersigned elects to exercise the above referenced Warrants by cashless exercise pursuant to Section 3.3 of the Warrant Indenture. If the undersigned is resident in the United States, the undersigned represents and warrants that either: ¨ The undersigned is the original holder of this Warrant that purchased this Warrant as part of the Corporation’s offering of units of the Corporation and the undersigned and any beneficial purchaser for whom the undersigned purchased the Warrants is either “qualified institutional buyer” as defined in Rule 144A under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or an institutional “accredited investor” that satisfies one or more of the criteria set forth under Rule 501(a)(1), (2), (3) or (7) under the U.S. Securities Act; or ¨ The undersigned has delivered herewith an opinion of legal counsel of recognized standing or such other evidence as the Warrant Agent and the Corporation may reasonably accept to the effect that such exercise is exempt from any applicable securities laws of any state of the United States. It is understood that the Corporation and Endeavor Trust Corporation may require evidence to verify the foregoing representation. DATED this ____day of _____, 20__. ) )) Witness ) (Signature of Warrantholder, to be the same as ) appears on the face of this Warrant Certificate) ) Name of Registered Warrantholder ¨ Please check if the certificates representing the Common Shares are to be delivered at the office where this Warrant Certificate is surrendered, failing which such certificates will be mailed to the address set out above. Certificates will be delivered or mailed as soon as practicable after the surrender of this Warrant Certificate to the Warrant Agent. WIRE INSTRUCTIONS INCOMING WIRE INSTRUCTIONS: FORMAT INFORMATION FOR DIRECT CREDITS TO CLIENTS’ ACCOUNT: *** FOR FUNDS COMING IN US CURRENCY ONLY: DESTINATION BANK: *** INTERMEDIARY BANK: *** BENEFICIARY Augusta Gold Corp. *** FUNDS COMING IN ALL OTHER CURRENCIES DESTINATION: *** BENEFICIARY Augusta Gold Corp. *** Schedule "B" CONFIRMATION OF EXERCISE PRICE TO WARRANT AGENT TO: Endeavor Trust Corporation 000 - 000 Xxxxxx Xxxxxx, Vancouver, BC, V6Z 1S4 The undersigned confirms the receipt of $_________________________ in connection with the exercise of Warrant Certificate# _________________________ by Registered Warrantholder:______________________________ to acquire __________________ Common Shares of Augusta Gold Corp. Once completed and executed, this Confirmation Form must be mailed or delivered to Endeavor Trust Corporation, c/o Securities Processing. DATED this ____day of _____, 20__. Augusta Gold Corp. By: Schedule "C" WIRE INSTRUCTIONS INCOMING WIRE INSTRUCTIONS: FORMAT INFORMATION FOR DIRECT CREDITS TO CLIENTS’ ACCOUNT: *** FOR FUNDS COMING IN US CURRENCY ONLY: DESTINATION BANK: *** INTERMEDIARY BANK: *** BENEFICIARY Augusta Gold Corp. *** FUNDS COMING IN ALL OTHER CURRENCIES DESTINATION: *** BENEFICIARY Augusta Gold Corp. ***

Appears in 1 contract

Samples: Warrant Indenture (Augusta Gold Corp.)

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US U.S. IRS regulations, Computershare Trust Company of Canada is required to request cost basis information from US U.S. securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. Field Trip Health Ltd. AND TO: Computershare Trust Company of Canada 3rd Floor800, 000 Xxxxxxx Xx Xxxxxxxxx000-0xx Xxxxxx XX Xxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: acquire ____________ Common Shares of enCore Energy Corp. Field Trip Health Ltd. (the “Corporation”) pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of $_________________; or ____________ . The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares of enCore Energy Corp., if permitted that are issuable pursuant to Section 3.3 the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises represents, warrants and certifies as follows (one (only) of the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer following must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: Warrant Indenture (Field Trip Health Ltd.)

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM NOTICE TO: enCore Energy Corp. Helius Medical Technologies, Inc. AND TO: Computershare Trust Company of Canada 3rd Floor, 000 Xxxxxxx Xx Xxxxxx, Xxxxxxxxx, XX Xxxxxxx Xxxxxxxx X0X 0X0 The undersigned holder of the Warrants evidenced by this the Warrant Certificate hereby exercises the right to acquire: acquire ____________ Common Shares of enCore Energy Corp. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals Class A common shares (the Current Market Price on the trading day immediately preceding the date “Common Shares”) of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Helius Medical Technologies, Inc. Exercise Price of each WarrantPayable: ((A) multiplied by CAD$12.25, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. Any capitalized term in this Exercise Notice that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities laws. It is understood that the Corporation and Computershare Trust Company of Canada may require evidence to verify compliance with applicable Securities Laws. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )) ) (Signature of Warrantholder, to be the same as ) appears on the face of the Warrant Certificate) ) ) ) Witness ) Name of Registered Warrantholder ☐ Please check if the certificates representing the Common Shares are to be delivered at the office where this Warrant Certificate is surrendered, failing which such certificates will be mailed to the address set out above. Certificates will be delivered or mailed as soon as practicable after the surrender of this Warrant Certificate to the Warrant Agent.

Appears in 1 contract

Samples: Helius Medical Technologies, Inc.

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Vista Gold Corp. AND TO: Computershare Trust Company of Canada 3rd Floor3xx Xxxxx, 000 Xxxxxxx Xx Xxxxxx Xxxxxxxxx, XX XX, X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: acquire ____________ (A) Common Shares of enCore Energy Vista Gold Corp. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [Exercise Price Payable: (A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt multiplied by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each WarrantUS$1.92, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Managerx Xxxxxxx Xxxxxxx, Corporate TrustXxxxxxxxx Xxxxx, 0xx Xxxxx, 500 Xxxxxxx Xxxxxx, Xxxxxxxxx XX, X0X 0X0. [execution page follows] The undersigned hereby acknowledges and agrees that if that offer and sale of the Common Shares underlying the Warrants is not registered under the United States Securities Act of 1933, the undersigned elects to exercise the above referenced Warrants by cashless exercise pursuant to Section 3.3 of the Warrant Indenture. It is understood that the Corporation and Computershare Trust Company of Canada may require evidence to verify the foregoing representation. DATED this ____day of _____, 20__. ) ) ) ) ) ) ) Witness (Signature of Warrantholder, to be the same as appears on the face of this Warrant Certificate) Name of Registered Warrantholder ¨ Please check if the certificates representing the Common Shares are to be delivered at the office where this Warrant Certificate is surrendered, failing which such certificates will be mailed to the address set out above. Certificates will be delivered or mailed as soon as practicable after the surrender of this Warrant Certificate to the Warrant Agent. Schedule "B" CONFIRMATION OF EXERCISE PRICE TO WARRANT AGENT TO: Computershare Trust Company of Canada 3xx Xxxxx, 000 Xxxxxxx Xxxxxx Xxxxxxxxx, XX, X0X 0X0 The undersigned confirms the receipt of US$_________________________ in connection with the exercise of Warrant Certificate# _________________________ by Registered Warrant holder:______________________________ to acquire __________________ Common Shares of Vista Gold Corp. Once completed and executed, this Confirmation Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. DATED this ____day of _____, 20__. Vista Gold Corp. By: Schedule "C" FORM OF WARRANT AGREEMENT WARRANT To acquire Common Shares of VISTA GOLD CORP. (continued pursuant to the laws of British Columbia) Warrant Certificate No. 2016 WA - ● Certificate for Warrants, each entitling the holder to acquire one (1) Common Share subject to adjustment in accordance with the terms of the Warrant Indenture THIS IS TO CERTIFY THAT, for value received, (the "Warrantholder") is the registered holder of the number of common share purchase warrants (the "Warrants") of Vista Gold Corp. (the "Corporation") specified above, and is entitled, on exercise of these Warrants upon and subject to the terms and conditions set forth herein, to purchase at any time before 4:30 p.m. (Toronto time) (the "Expiry Time") on August 8, 2019 (the "Expiry Date"), one fully paid and non-assessable common share without par value in the capital of the Corporation as constituted on the date hereof (a "Common Share") for each Warrant, subject to adjustment in accordance with the terms of the Warrant Indenture dated August 8, 2016, by and between the Corporation and Computershare Trust Company of Canada (the “Warrant Indenture”). This Warrant Agreement was entered into by and between the Corporation and the Warrantholder in consideration of the withdrawal of Warrants from the Warrant Indenture and Warrant Agency pursuant to Section 2.13 of the Warrant Indenture. Certain undefined terms used herein have the meanings set forth in the Warrant Indenture. The Warrants represented by this Warrant Agreement shall be subject to the terms set forth in Sections 1.2, 1.3, 1.4, 1.5, 1.6, 1.7, 2.0, 2.3, 2.4, 2.10, 2.11, 2.12, 3.1,3.2(6), 3.2(7), 3.2(9), 3.2(10), 3.2(11), 3.3, 3.4, 3.6, 3.7, 3.8, 3.10, 3.11(1), 4.1, 4.2, 4.3, 4.4, 4.5. 4.6, 4.7, 4.8, 4.9, 4.11, 5.1, 5.2, 5.5, 10.1, 10.2, 10.3, 10.8, 10.9 and 10.11 of the Warrant Indenture, as of the date of this Warrant Agreement, as applied to Certificated Warrants and such terms are hereby incorporated by reference, except that any reference to the Warrant Agent shall refer to the Corporation as the context may required. The Corporation will furnish to the holder, on request and without charge, a copy of the Warrant Indenture. This Warrant Agreement is not subject to the Warrant Agency under the Warrant Indenture. For purposes of this Warrant Agreement, references in the Warrant Indenture to a “Registered Warrantholder” shall be deemed to include the Warrantholder and any references to the “Warrant Agent” shall be deemed to refer to the Corporation. The Corporation covenants and agrees that it shall not fix a record date for the issuance of rights, options or warrants to all or substantially all the holders of its outstanding Common Shares without obtaining both the approval of the Toronto Stock Exchange to permit the Warrantholder to fully participate in such issuance and the prior consent of a majority of the Registered Warrantholders together with holders of Warrants governed by Warrant Agreements is given. The Warrants evidenced hereby are exercisable at or before 4:30 p.m. (Toronto time) on August 8, 2019 after which time the warrants evidenced hereby shall be deemed to be void and of no further force or effect. Exercise of the purchase rights represented by this Warrant Agreement may be made, in whole or in part, by delivery to the Corporation of the exercise form in the form annexed hereto (the “Exercise Form”), duly completed and executed by the Warrantholder or his, her or its executors, administrators (or other legal representatives or his, her or its attorney duly appointed by an instrument in writing in form and manner satisfactory to the Corporation, acting reasonably), either (i) by personal delivery, mail or courier to Vista Gold Corp., Suite 5, 7000 Xxxxxxx Xxxxxxx, Littleton, Colorado, 80127, USA, Attention: Chief Financial Officer (or such other office or agency of the Corporation as it may designate by notice in writing to the Warrantholder at the address of the Warrantholder appearing on the books of the Company) by delivery of a facsimile copy to 700 000 0000, Attention: Chief Financial Officer, and within one (1) Trading Day of the date said Exercise Form is delivered to the Corporation, payment of the aggregate Exercise Price of the Common Shares thereby purchased by wire transfer to: Wxxxx Fargo Account Name: Vista Gold Corp Routing Number: 100000000 Account Number: 4977297647 Swift Code: WXXXXX0X or by delivery to the Corporation at the address specified in (i) above of a certified cheque, bank draft or money order in the lawful money of the United States of America payable to or to the order of the Corporation or, if available, pursuant to the cashless exercise procedure specified in Section 3.3 of the Warrant Indenture. No ink original Exercise Form shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Form be required. Notwithstanding anything herein to the contrary, the Warrantholder shall not be required to physically surrender this Warrant to the Corporation until the Warrantholder has purchased all of the Common Shares available hereunder and the Warrant has been exercised in full, in which case, the Warrantholder shall surrender this Warrant to the Corporation for cancellation within three (3) Trading Days of the date the final Exercise Form is delivered to the Corporation. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Common Shares available hereunder shall have the effect of lowering the outstanding number of Common Shares purchasable hereunder in an amount equal to the applicable number of Common Shares purchased. The Warrantholder and the Corporation shall maintain records showing the number of Common Shares purchased and the date of such purchases. The Company shall deliver any objection to any Exercise within one (1) Business Day of receipt of such notice. The Warrantholder and any assignee, by acceptance of this Warrant Agreement, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Common Shares hereunder, the number of Common Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof. Within three (3) Trading Days after the Exercise Date with respect to a Warrant (the “Common Share Delivery Date”), the Corporation shall cause to be delivered or mailed to the Person or Persons in whose name or names the Warrant is registered or, if so specified in writing by the holder, cause to be delivered to such Person or Persons at the offices of the Corporation specified above where the Warrant Certificate was surrendered, a certificate or certificates for the appropriate number of Common Shares subscribed for, or any other appropriate evidence of the issuance of Common Shares to such Person or Persons in respect of Common Shares issued under the book entry registration system. Subject to adjustment thereof in the events and in the manner set forth in the Warrant Indenture, the exercise price payable for each Common Share upon the exercise of Warrants shall be US$1.92 per Common Share. Certificates for the Common Shares subscribed for will be mailed to the persons specified in the Exercise Form at their respective addresses specified therein or, if so specified in the Exercise Form, delivered to such persons at the office where this Warrant Certificate is surrendered. If fewer Common Shares are purchased than the number that can be purchased pursuant to this Warrant Certificate, the holder hereof will be entitled to receive without charge a new Warrant Certificate in respect of the balance of the Common Shares not so purchased. No fractional Common Shares will be issued upon exercise of any Warrant. Pursuant to the terms set forth in Section 3.3 of the Warrant Indenture, if at any time following the initial effectiveness of the shelf registration statement filed with the United States Securities Commission under the United States Securities Act of 1933, as amended, registering the Common Shares issuable upon exercise of the Warrants (the “Registration Statement”) and prior to the Expiry Date, the Corporation determines that such Registration Statement is not effective, or the prospectus contained therein is not available for, the offer and sale of the Common Shares issuable upon exercise of the Warrants, the Corporation shall promptly provide written notice of such determination to the Warrantholder, and confirm in writing that the then outstanding Warrants may, until the earlier of the Registration Statement becoming effective or the Expiry Date, only be exercised by means of a “cashless exercise” pursuant to the terms set forth in Section 3.3(1) of the Warrant Indenture. On presentation at the principal office of the Corporation as set out above, subject to the applicable provisions of the Warrant Indenture incorporated herein by reference and on compliance with the reasonable requirements of the Corporation, one or more Warrant Agreements may be exchanged for one or more Warrant Agreements entitling the holder thereof to purchase in the aggregate an equal number of Common Shares as are purchasable under the Warrant Agreement(s) so exchanged. Terms adopted and incorporated into this Warrant Agreement from the Warrant Indenture provide for the adjustment of the price payable for each Common Share upon the exercise of Warrants and the number of Common Shares issuable upon the exercise of Warrants in the events and in the manner set forth therein. Terms adopted and incorporated into this Warrant Agreement from the Warrant Indenture also provide for making binding on all holders of Warrants outstanding thereunder resolutions passed at meetings of holders of Warrants held in accordance with the provisions of the Warrant Indenture and instruments in writing signed by Warrantholders of Warrants entitled to purchase a specific majority of the Common Shares that can be purchased pursuant to such Warrants. Such resolutions shall be binding on the Warrantholder under this Warrant Agreement. Nothing contained in this Warrant Agreement or elsewhere shall be construed as conferring upon the holder hereof any right or interest whatsoever as a holder of Common Shares or any other right or interest except as herein expressly provided. In the event of any discrepancy between anything contained in this Warrant Agreement and the terms and conditions of the Warrant Indenture, the terms and conditions of adopted and incorporated into this Warrant Agreement from the Warrant Indenture shall govern. Warrants may only be transferred in compliance with the conditions adopted and incorporated into this Warrant Agreement from the Warrant Indenture on the register to be kept by the Corporation in its principal office, or such other registrar as the Corporation may appoint at such other place or places, if any, as may be designated, upon surrender of this Warrant Agreement to the Corporation or other registrar as the Corporation may appoint accompanied by a written instrument of transfer in form and execution satisfactory to the Corporation and upon compliance with the conditions adopted and incorporated into this Warrant Agreement from the Warrant Indenture and with such reasonable requirements as the may prescribe and upon the transfer being duly noted thereon by the Corporation or other registrar as the Corporation may appoint. A transferee will be bound by the terms and conditions set forth in the Warrant Agreement. Time is of the essence hereof. This Warrant Agreement will not be valid for any purpose until it has been countersigned by the Corporation. The parties hereto have declared that they have required that these presents and all other documents related hereto be in the English language. Les parties aux présentes déclarent qu'elles ont exigé que la présente convention, de même que tous les documents s'y rapportant, soient rédigés en anglais.

Appears in 1 contract

Samples: Warrant Indenture (Vista Gold Corp)

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada National Securities Administrators Ltd. is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. Mydecine Innovations Group Inc. AND TO: Computershare Trust Company of Canada 3rd FloorNational Securities Administrators Ltd. 000 Xxxxxx Xx – #000, 000 Xxxxxxx Xx Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ acquire (A) Common Shares of enCore Energy Corp. pursuant Mydecine Innovations Group Inc. Exercise Price Payable: ((A) multiplied by $0.70, subject to adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises represents, warrants and certifies as follows (one (only) of the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer following must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: webfiles.thecse.com

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Odyssey Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. VIBE GROWTH CORPORATION AND TO: Computershare Odyssey Trust Company of Canada 3rd FloorXxxxx 0000, 000 Xxxxxxx Xx Xxxxxxxxx0xx Xxxxxx X.X. Calgary, XX X0X 0X0 Alberta T2P 3C4 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ acquire (A) Common Shares of enCore Energy Corp. pursuant VIBE GROWTH CORPORATION Exercise Price Payable: ((A) multiplied by $1.06, subject to adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises represents, warrants and certifies as follows (one (only) of the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer following must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: sedar-filings-backup.thecse.com

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare TSX Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” Schedule B EXERCISE FORM FORM‌ TO: enCore Energy Corp. SPONSORSONE INC. AND TO: Computershare Trust Company of Canada 3rd FloorTSX TRUST COMPANY 301 – 100 Xxxxxxxx Xxxxxx Xxxx Xxxxxxx, 000 Xxxxxxx Xx Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ acquire (A) Common Shares of enCore Energy Corp. pursuant SPONSORSONE INC. Exercise Price Payable: ((A) multiplied by $0.30, subject to adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises represents, warrants and certifies as follows (one (only) of the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer following must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: sedar-filings-backup.thecse.com

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Global Gaming Technologies Corp. AND TO: Computershare Trust Company of Canada 3rd Floor, 000 Xxxxxxx Xx Xxxxxx, Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ acquire (A) Common Shares of enCore Energy Global Gaming Technologies Corp. pursuant Exercise Price Payable: ((A) multiplied by $17.50, subject to adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. And for greater clarity, subject to adjustment thereof in the events and in the manner set forth in the Warrant Indenture for an aggregate hereinafter referred to, the exercise price payable for one Common Share upon the exercise of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder 10 Warrants shall be entitled $17.50 and Warrants may only be exercised in a sufficient number to receive a certificate for the number acquire whole numbers of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashlessShares. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises represents, warrants and certifies as follows (one (only) of the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer following must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: Second Supplemental Indenture

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare TSX Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE "B" EXERCISE FORM TO: enCore Energy Corp. OSISKO DEVELOPMENT CORP. AND TO: Computershare TSX Trust Company of Canada 3rd Floor000 Xxxxxxxx Xx X #000, 000 Xxxxxxx Xx XxxxxxxxxXxxxxxx, XX X0X 0X0 Attn: Corporate Actions The undersigned holder of the Warrants evidenced by this Warrant Certificate or DRS Advice hereby exercises the right to acquire: ______________________ Common Shares of enCore Energy Corp. pursuant to the right of such holder to be issued, and hereby subscribes for, for the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate or DRS Advice and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises represents, warrants and certifies that (check box (a), (b), (c) or as applicable): ☐ (a) the right undersigned (i) is not in the United States; (ii) is not a U.S. Person; (iii) is not exercising the Warrants on behalf of, or for the account or benefit of, a U.S. Person or a person in the United States; (iv) did not acquire the Warrants in the United States or on behalf of, or for the account or benefit of, a U.S. Person or a person in the United States; (v) did not receive an offer to exercise the Warrants in the United States; (vi) did not execute or deliver this Exercise Form in the United States; (vii) delivery of the underlying Common Shares will not be to an address in the United States; and (viii) has, in all other respects, complied with the terms of Regulation S in connection herewith; ☐ (b) the undersigned (i) is a Qualified Institutional Buyer as defined in Rule 144A under the U.S. Securities Act, who first purchased Subscription Receipts on the date of original issuance of the Subscription Receipts who, in connection with such holder to be issuedpurchase, executed a U.S. Subscription Agreement; (ii) is exercising the Warrants for its own account or for the account of a disclosed principal that was named in the U.S. Subscription Agreement; (iii) is, and hereby subscribes forsuch disclosed principal, if any, is a Qualified Institutional Buyer at the time of exercise of these Warrants; and (iv) confirms the representations and warranties made by the undersigned in the U.S. Subscription Agreement including all applicable schedules attached thereto at the time of the original purchase of the Subscription Receipts remain true and complete as of the date hereof; ☐ (c) the undersigned (i) is a U.S. Accredited Investor (that satisfies the criteria set forth in Rule 501(a) of Regulation D under the U.S. Securities Act) who first purchased Subscription Receipts on the date of original issuance of the Subscription Receipts who, in connection with such purchase, executed a U.S. Subscription Agreement and who is exercising the Warrants for its own account or the account of a U.S. Accredited Investor over which it exercises sole investment discretion, (ii) understands that the Common Shares that are issuable pursuant have not been registered under the U.S. Securities Act or any state securities laws, (iii) has provided such documentation as the Corporation may reasonably require to meet the requirements of the U.S. Securities Act and (iv) agrees to the exercise of such Warrants restrictions on the terms specified in such Warrant Certificate transfer and resale more fully described in the Warrant Indenture. The ☐ (d) the undersigned hereby irrevocably directs that (A) is (i) present in the said Common Shares be issuedUnited States, registered and delivered as follows: Name(s(ii) a U.S. Person, (iii) a person exercising the Warrants for the account or benefit of a U.S. Person or a person in Full and Social Insurance Number(sthe United States, or (iv) (if applicable) Address(es) Number requesting delivery in the United States of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if anyissuable upon such exercise, and the Form (B) has an exemption from the registration requirements of Transfer must the U.S. Securities Act and all applicable state securities laws is available for the exercise of the Warrants, and attached hereto is a written opinion of U.S. counsel or other evidence in form and substance reasonably satisfactory to the Corporation to that effect. Common Shares will not be duly executed. Once completed and executed, this Exercise Form must be mailed registered or delivered to Computershare Trust Company of Canadaan address in the United States unless Box (b), (c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )or

Appears in 1 contract

Samples: Warrant Indenture (Osisko Development Corp.)

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare TSX Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM ANY TRANSFER OF WARRANTS WILL REQUIRE COMPLIANCE WITH APPLICABLE SECURITIES LEGISLATION. TRANSFERORS AND TRANSFEREES ARE URGED TO CONTACT LEGAL COUNSEL BEFORE EFFECTING ANY SUCH TRANSFER. TO: enCore Energy HEXO Corp. AND TO: Computershare TSX Trust Company of Canada 3rd Floor000 Xxxxxxxx Xxxxxx Xxxx, Xxxxx 000 Xxxxxxx Xx XxxxxxxxxToronto, XX X0X 0X0 Ontario M5H 4H1 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ acquire (A) Common Shares of enCore Energy HEXO Corp. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [Exercise Price Payable: (A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt multiplied by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant$0.96, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible exigible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare TSX Trust Company of CanadaCompany, c/o General Manager, Corporate TrustTrust Services, 000 Xxxxxxxx Xxxxxx Xxxx, Xxxxx 000, Xxxxxxx, Xxxxxxx, X0X 0X0, Attention: Manager, Corporate Trust Services. [execution page follows] The undersigned hereby acknowledges and agrees that if that offer and sale of the Common Shares underlying the Warrants is not registered under the United States Securities Act of 1933, the undersigned elects to exercise the above referenced Warrants by cashless exercise pursuant to Section 3.3 of the Warrant Indenture. It is understood that the Corporation and TSX Trust Company may require evidence to verify the foregoing representation. DATED this ____day of _____, 20__20 . ) ) Witness ) (Signature of Warrantholder, to be the same as ) appears on the face of this Warrant Certificate) ) Name of Registered Warrantholder ☐ Please check if the certificates representing the Common Shares are to be delivered at the office where this Warrant Certificate is surrendered, failing which such certificates will be mailed to the address set out above. Certificates will be delivered or mailed as soon as practicable after the surrender of this Warrant Certificate to the Warrant Agent. Schedule “B” CONFIRMATION OF EXERCISE PRICE TO WARRANT AGENT TO: TSX Trust Company 000 Xxxxxxxx Xxxxxx Xxxx, Xxxxx 000 Toronto, Ontario M5H 4H1 The undersigned confirms the receipt of $ in connection with the exercise of Warrant Certificate# by Registered Warrant holder: to acquire Common Shares of HEXO Corp. Once completed and executed, this Confirmation Form must be mailed or delivered to TSX Trust Company, c/o Manager, Corporate Trust Services, 000 Xxxxxxxx Xxxxxx Xxxx, Xxxxx 000, Xxxxxxx, Xxxxxxx X0X 0X0. DATED this day of , 20 . HEXO CORP. By: Schedule “C” FORM OF WARRANT AGREEMENT WARRANT To acquire Common Shares of HEXO CORP. (incorporated under the laws of Ontario) Warrant Certificate No. 2020 WA - ● Certificate for Warrants, each entitling the holder to acquire one (1) Common Share subject to adjustment in accordance with the terms of the Warrant Indenture THIS IS TO CERTIFY THAT, for value received, (the “Warrantholder”) is the registered holder of the number of common share purchase warrants (the “Warrants”) of HEXO Corp. (the “Corporation”) specified above, and is entitled, on exercise of these Warrants upon and subject to the terms and conditions set forth herein, to purchase at any time before 5:00 p.m. (Eastern time) (the “Expiry Time”) on April 13, 2025 (the “Expiry Date”), one fully paid and non-assessable common share without par value in the capital of the Corporation as constituted on the date hereof (a “Common Share”) for each Warrant, subject to adjustment in accordance with the terms of the Warrant Indenture dated April 13, 2020, by and between the Corporation and TSX Trust Company (the “Warrant Indenture”). This Warrant Agreement was entered into by and between the Corporation and the Warrantholder in consideration of the withdrawal of Warrants from the Warrant Indenture and Warrant Agency pursuant to Section 2.13 of the Warrant Indenture. Certain undefined terms used herein have the meanings set forth in the Warrant Indenture. The Warrants represented by this Warrant Agreement shall be subject to the terms set forth in Sections 1.2, 1.3, 1.4, 1.5, 1.6, 1.7, 2.0, 2.3, 2.4, 2.10, 2.11, 2.12, 3.1,3.2(6), 3.2(7), 3.2(9), 3.2(10), 3.2(11), 3.2(13), 3.3, 3.4, 3.6, 3.7, 3.8, 3.10, 3.11(1), 4.1, 4.2, 4.3, 4.4, 4.5. 4.6, 4.7, 4.8, 4.9, 4.11, 5.1, 5.2, 5.5, 10.1, 10.2, 10.3, 10.8, 10.9 and 10.11 of the Warrant Indenture, as of the date of this Warrant Agreement, as applied to Certificated Warrants and such terms are hereby incorporated by reference, except that any reference to the Warrant Agent shall refer to the Corporation as the context may required. The Corporation will furnish to the holder, on request and without charge, a copy of the Warrant Indenture. This Warrant Agreement is not subject to the Warrant Agency under the Warrant Indenture. For purposes of this Warrant Agreement, references in the Warrant Indenture to a “Registered Warrantholder” shall be deemed to include the Warrantholder and any references to the “Warrant Agent” shall be deemed to refer to the Corporation. The Corporation covenants and agrees that it shall not fix a record date for the issuance of rights, options or warrants to all or substantially all the holders of its outstanding Common Shares without obtaining both the approval of the TSX to permit the Warrantholder to fully participate in such issuance and the prior consent of a majority of the Registered Warrantholders together with holders of Warrants governed by Warrant Agreements is given. The Warrants evidenced hereby are exercisable at or before 5:00 p.m. (Eastern time) on April 13, 2025 after which time the warrants evidenced hereby shall be deemed to be void and of no further force or effect. Exercise of the purchase rights represented by this Warrant Agreement may be made, in whole or in part, by delivery to the Corporation of the exercise form in the form annexed hereto (the “Exercise Form”), duly completed and executed by the Warrantholder or his, her or its executors, administrators (or other legal representatives or his, her or its attorney duly appointed by an instrument in writing in form and manner satisfactory to the Corporation, acting reasonably), either (i) by personal delivery, mail or courier to HEXO Corp., 0000 Xxxxxxx Xxxx, Xxxxxx, Xxxxxxx, X0X 0X0, Attention: Chief Financial Officer (or such other office or agency of the Corporation as it may designate by notice in writing to the Warrantholder at the address of the Warrantholder appearing on the books of the Company) by delivery of a facsimile copy to the Corporation, Attention: Chief Financial Officer (e-mail: [REDACTED]), and within one (1) Trading Day of the date said Exercise Form is delivered to the Corporation, payment of the aggregate Exercise Price of the Common Shares thereby purchased by wire transfer to: Bank: [REDACTED] Swift Code: [REDACTED] Bank Number: [REDACTED] Branch Number: [REDACTED] Account Number: [REDACTED] Beneficiary: [REDACTED] or by delivery to the Corporation at the address specified in (i) above of a certified cheque, bank draft or money order in the lawful money of Canada payable to or to the order of the Corporation or, if available, pursuant to the cashless exercise procedure specified in Section 3.3 of the Warrant Indenture. No ink original Exercise Form shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Form be required. Notwithstanding anything herein to the contrary, the Warrantholder shall not be required to physically surrender this Warrant to the Corporation until the Warrantholder has purchased all of the Common Shares available hereunder and the Warrant has been exercised in full, in which case, the Warrantholder shall surrender this Warrant to the Corporation for cancellation within two (2) Trading Days of the date the final Exercise Form is delivered to the Corporation. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Common Shares available hereunder shall have the effect of lowering the outstanding number of Common Shares purchasable hereunder in an amount equal to the applicable number of Common Shares purchased. The Warrantholder and the Corporation shall maintain records showing the number of Common Shares purchased and the date of such purchases. The Company shall deliver any objection to any Exercise within one (1) Business Day of receipt of such notice. The Warrantholder and any assignee, by acceptance of this Warrant Agreement, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Common Shares hereunder, the number of Common Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof. Within two (2) Trading Days after the Exercise Date with respect to a Warrant (the “Common Share Delivery Date”), the Corporation shall cause to be delivered or mailed to the Person or Persons in whose name or names the Warrant is registered or, if so specified in writing by the holder, cause to be delivered to such Person or Persons at the offices of the Corporation specified above where the Warrant Certificate was surrendered, a certificate or certificates for the appropriate number of Common Shares subscribed for, or any other appropriate evidence of the issuance of Common Shares to such Person or Persons in respect of Common Shares issued under the book entry registration system. Subject to adjustment thereof in the events and in the manner set forth in the Warrant Indenture, the exercise price payable for each Common Share upon the exercise of Warrants shall be $0.96 per Common Share. Certificates for the Common Shares subscribed for will be mailed to the persons specified in the Exercise Form at their respective addresses specified therein or, if so specified in the Exercise Form, delivered to such persons at the office where this Warrant Certificate is surrendered. If fewer Common Shares are purchased than the number that can be purchased pursuant to this Warrant Certificate, the holder hereof will be entitled to receive without charge a new Warrant Certificate in respect of the balance of the Common Shares not so purchased. No fractional Common Shares will be issued upon exercise of any Warrant. Pursuant to the terms set forth in Section 3.3 of the Warrant Indenture, if at any time following the initial effectiveness of the shelf registration statement filed with the United States Securities Commission under the United States Securities Act of 1933, as amended, registering the Common Shares issuable upon exercise of the Warrants (the “Registration Statement”) and prior to the Expiry Date, the Corporation determines that such Registration Statement is not effective, or the prospectus contained therein is not available for, the offer and sale of the Common Shares issuable upon exercise of the Warrants, the Corporation shall promptly provide written notice of such determination to the Warrantholder, and confirm in writing that the then outstanding Warrants may, until the earlier of the Registration Statement becoming effective or the Expiry Date, only be exercised by means of a “cashless exercise” pursuant to the terms set forth in Section 3.3(1) of the Warrant Indenture. On presentation at the principal office of the Corporation as set out above, subject to the applicable provisions of the Warrant Indenture incorporated herein by reference and on compliance with the reasonable requirements of the Corporation, one or more Warrant Agreements may be exchanged for one or more Warrant Agreements entitling the holder thereof to purchase in the aggregate an equal number of Common Shares as are purchasable under the Warrant Agreement(s) so exchanged. Terms adopted and incorporated into this Warrant Agreement from the Warrant Indenture provide for the adjustment of the price payable for each Common Share upon the exercise of Warrants and the number of Common Shares issuable upon the exercise of Warrants in the events and in the manner set forth therein. Terms adopted and incorporated into this Warrant Agreement from the Warrant Indenture also provide for making binding on all holders of Warrants outstanding thereunder resolutions passed at meetings of holders of Warrants held in accordance with the provisions of the Warrant Indenture and instruments in writing signed by Warrantholders of Warrants entitled to purchase a specific majority of the Common Shares that can be purchased pursuant to such Warrants. Such resolutions shall be binding on the Warrantholder under this Warrant Agreement. Nothing contained in this Warrant Agreement or elsewhere shall be construed as conferring upon the holder hereof any right or interest whatsoever as a holder of Common Shares or any other right or interest except as herein expressly provided. In the event of any discrepancy between anything contained in this Warrant Agreement and the terms and conditions of the Warrant Indenture, the terms and conditions of adopted and incorporated into this Warrant Agreement from the Warrant Indenture shall govern. Warrants may only be transferred in compliance with the conditions adopted and incorporated into this Warrant Agreement from the Warrant Indenture on the register to be kept by the Corporation in its principal office, or such other registrar as the Corporation may appoint at such other place or places, if any, as may be designated, upon surrender of this Warrant Agreement to the Corporation or other registrar as the Corporation may appoint accompanied by a written instrument of transfer in form and execution satisfactory to the Corporation and upon compliance with the conditions adopted and incorporated into this Warrant Agreement from the Warrant Indenture and with such reasonable requirements as the may prescribe and upon the transfer being duly noted thereon by the Corporation or other registrar as the Corporation may appoint. A transferee will be bound by the terms and conditions set forth in the Warrant Agreement. Time is of the essence hereof. This Warrant Agreement will not be valid for any purpose until it has been countersigned by the Corporation. The parties hereto have declared that they have required that these presents and all other documents related hereto be in the English language. Les parties aux présentes déclarent qu’elles ont exigé que la présente convention, de même que tous les documents s’y rapportant, soient rédigés en anglais.

Appears in 1 contract

Samples: Warrant Indenture (HEXO Corp.)

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM ANY TRANSFER OF WARRANTS WILL REQUIRE COMPLIANCE WITH APPLICABLE ‎SECURITIES LEGISLATION. TRANSFERORS AND TRANSFEREES ARE URGED TO ‎CONTACT LEGAL COUNSEL BEFORE EFFECTING ANY SUCH TRANSFER.‎ TO: enCore Energy Corp. Quipt Home Medical Corp‎. AND TO: Computershare Trust Company of Canada 3rd Floor, 000 Xxxxxxx Xx Xxxxxx Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: acquire ____________ (A) Common Shares of enCore Energy Quipt Home Medical Corp. pursuant Exercise Price Payable: ((A) multiplied by $6.40, subject to adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises represents, warrants and certifies as follows (one (only) of the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer following must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: First Supplemental Indenture (Quipt Home Medical Corp.)

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REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. Danavation Technologies Inc. AND TO: Computershare Trust Company of Canada 3rd Floor, 000 Xxxxxxx Xx Xxxxxx, Xxxxxxxxx, XX Xxxxxxx Xxxxxxxx X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ Common Shares of enCore Energy Corp. Danavation Technologies Inc. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to adjustments under the Indenture and restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby represents, warrants and certifies that the undersigned (i) is not in the United States; (ii) is not a U.S. Person; (iii) is not exercising the Warrants on behalf of, or for the account or benefit of, a U.S. Person or a person in the United States; (iv) did not acquire the Warrants in the United States or on behalf of, or for the account or benefit of, a U.S. Person or a person in the United States; (v) did not receive an offer to exercise the Warrants in the United States; (vi) did not execute or deliver this Exercise Form in the United States; (vii) delivery of the underlying Common Shares will not be to an address in the United States; and (viii) has, in all other respects, complied with the terms of Regulation S in connection herewith; The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__20 . ) ) Witness ) (Signature of Warrantholder, to be the same as ) appears on the face of this Warrant Certificate) ) ) Name of Registered Warrantholder )

Appears in 1 contract

Samples: sedar-filings-backup.thecse.com

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada Endeavor is required to request cost basis information from US U.S. securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. i.e., date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. Euro Asia Pay Holdings Inc. AND TO: Computershare Endeavor Trust Company of Canada 3rd Floor, Corporation Suite 702 – 000 Xxxxxxx Xx Xxxxxx Xxxxxx Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ acquire (A) Common Shares of enCore Energy Corp. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [Euro Asia Pay Holdings Inc. Exercise Price Payable: (A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt multiplied by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant$0.45, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture dated February 25, 2021. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term used in this Exercise Form that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby irrevocably directs that represents, warrants and certifies as follows (one (only) of the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer following must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: sedar-filings.thecse.com

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” WARRANT EXERCISE FORM ANY TRANSFER OF WARRANTS WILL REQUIRE COMPLIANCE WITH APPLICABLE SECURITIES LEGISLATION. TRANSFERORS AND TRANSFEREES ARE URGED TO CONTACT LEGAL COUNSEL BEFORE EFFECTING ANY SUCH TRANSFER. TO: enCore Energy PolyMet Mining Corp. (the “Corporation”) AND TO: Computershare Trust Company of Canada 3rd FloorCOMPUTERSHARE TRUST COMPANY OF CANADA (the “Warrant Agent”) 100 Xxxxxxxxxx Xxxxxx, 000 0xx Xxxxx, Xxxxxxx, Xxxxxxx Xx Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: acquire _____________ Common Shares (A) common shares of enCore Energy Corp. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of Corporation. Exercise Price Payable:_________________; or _______________________________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt multiplied by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each WarrantUS$1.00, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that represents, warrants and certifies as follows (one (only) of the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer following must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: Polymet Mining Corp

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE NOTICE OF EXERCISE — CLASS ACTION LAWSUIT WARRANTS (To be executed upon exercise of Class Action Lawsuit Warrants) To: QLT INC. (the B” EXERCISE FORM TO: enCore Energy Corp. Company”) AND TO: Computershare Trust Company of Canada 3rd Floor(the “Warrant Agent”) 0xx Xxxxx, 000 Xxxxxxx Xx Xxxxxx, Xxxxxxxxx, XX X0X 0X0 The undersigned holder has received a notice from the Company under section 1.5 of the Warrants evidenced by this Warrant Certificate Agreement dated , 2016 between the Company and the Warrant Agent (the “Warrant Agreement”) in respect of the Class Action Lawsuit and hereby exercises the right irrevocably elects to acquire: ____________ Common Shares of enCore Energy Corp. pursuant to exercise the right of such holder to be issuedpurchase represented by the within Warrant Certificate in respect of the Class Action Lawsuit for, and hereby subscribes forto purchase thereunder, Common Shares without par value in the capital of the Company as provided for therein, and tenders herewith payment of the Exercise Price by electing to receive a number of Common Shares that are issuable pursuant is equal to the exercise aggregate number of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of for which the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for Class Action Lawsuit Warrants are being exercised less the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current that have an aggregate Market Price on the trading day immediately preceding on which such Class Action Lawsuit Warrants are exercised that is equal to the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the aggregate Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislationPrice. Any capitalized term in this Warrant Certificate Notice of Exercise that is not otherwise defined herein, herein shall have the meaning ascribed thereto in the Warrant IndentureAgreement. The o By checking this box, the undersigned holder hereby exercises the right of such holder to be issued, irrevocably declares that it has reviewed and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on applied the terms specified set out in such paragraph 4 of the Warrant Certificate and has conclusively determined that it is entitled to exercise the Class Action Lawsuit Warrants described above. This box must be checked in order for the Class Action Lawsuit Warrants to be exercised. By checking this box, the undersigned holder acknowledges that the Warrant Agent shall not be responsible for making any investigations into the accuracy of the declaration made by the undersigned holder above and the Warrant Agent shall not incur any liability or responsibility whatever or be in any way responsible for the consequences of the undersigned holder making a false declaration. o If the undersigned holder of the Warrant Certificate is not a Canadian resident, check this box. Non-resident holders should consult their own tax advisors concerning their ultimate Canadian tax liability. If applicable, non-resident holders should deliver, with this Notice of Exercise, a completed Canada Revenue Agency (“CRA”) - Form NR301 - Declaration of eligibility for benefits under a tax treaty for a non-resident taxpayer (“NR301”). Failure to supply a completed NR301 will result in the Warrant IndentureCompany or its warrant agent withholding the statutory 25% withholding tax rate on any payment made to you. The undersigned hereby irrevocably directs At that point, should you decide to, it will be your responsibility to claim the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number difference back from CRA. Please issue a certificate or certificates for such shares of Common Shares in the name of: NAME: ADDRESS: Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed, with signature guaranteed. Once completed and executed, this Notice of Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trustthe Warrant Agent at the address given above. [execution page follows] DATED this ____day of _____, 20__20 . ) )

Appears in 1 contract

Samples: Warrant Agreement (Aegerion Pharmaceuticals, Inc.)

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Odyssey Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. ACREAGE HOLDINGS, INC. AND TO: Computershare Odyssey Trust Company of Canada 3rd Floor, 000 Xxxxxxx Xx Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: acquire ____________ Common Shares of enCore Energy Corp. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date Fixed Shares of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Acreage Holdings, Inc. Total Exercise Price of each WarrantPayable: ((A) multiplied by $4.00, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Fixed Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs acknowledges that the said Common undersigned is aware that the Fixed Shares received on exercise may be issuedsubject to restrictions on resale under applicable securities legislation. Any capitalized term herein that is not otherwise defined herein, registered shall have the meaning ascribed thereto in the Warrant Indenture. As at the time of exercise hereunder, the undersigned represents, warrants and delivered certifies as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) ):

Appears in 1 contract

Samples: Supplemental Warrant Indenture (Acreage Holdings, Inc.)

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Odyssey Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” B EXERCISE FORM TO: enCore Energy Corp. FansUnite Entertainment Inc. AND TO: Computershare Odyssey Trust Company of Canada 3rd FloorStock Exchange Tower 1230 – 000 0xx Xxx XX Xxxxxxx, 000 Xxxxxxx Xx XxxxxxxxxXxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ___________Acquire _ (A) Common Shares of enCore Energy Corp. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [FansUnite Entertainment Inc. Exercise Price Payable: (A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt multiplied by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant$0.78, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs acknowledges that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing undersigned is aware that the Common Shares are received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Exercise Form that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned represents, warrants and certifies as follows (one (only) of the following must be issued. If any checked): ☐ (A) the undersigned holder at the time of exercise of the Warrants (i) is not in the United States, (ii) is not a U.S. Person, (iii) is not exercising the Warrants for the account or benefit of a U.S. Person or a person in the United States, (iv) did not execute or deliver this exercise form in the United States and (v) delivery of the underlying Common Shares are will not be to be an address in the United States; OR ☐ (B) the undersigned holder (a) is the original U.S. purchaser who purchased the Special Warrants in the Company's offering of Special Warrants pursuant to which the Warrants were issued to a person or persons other than and who delivered the registered holder, the registered holder must pay U.S. Accredited Investor Certificate attached to the Warrant Agent all eligible transfer taxes subscription agreement in connection with its purchase of Special Warrants, (b) is exercising the Warrants for its own account or other government chargesfor the account of a disclosed principal that was named in the subscription agreement pursuant to which it purchased such Special Warrants, and (c) is, and such disclosed principal, if any, is an "accredited investor" as defined in Rule 501(a) of Regulation D under the U.S. Securities Act at the time of exercise of these Warrants and the Form representations and warranties of Transfer must be duly executed. Once completed the holder made in the original subscription agreement including the U.S. Accredited Investor Certificate remain true and executedcorrect as of the date of exercise of these Warrants; OR ☐ (C) if the undersigned holder is (i) in the United States, (ii) a U.S. Person, (iii) a person exercising for the account or benefit of a U.S. Person or person in the United States, (iv) executing or delivering this Exercise Form must be mailed exercise form in the United States or (v) requesting delivery of the underlying Common Shares in the United States, and is not exercising the Warrants pursuant to Box (B) above, the undersigned holder has delivered to Computershare the Company and the Warrant Agent an opinion of counsel (which will not be sufficient unless it is in form and substance reasonably satisfactory to the Company) to the effect that with respect to the Common Shares to be delivered upon exercise of the Warrants, the issuance of such Common Shares is exempt from registration under the U.S. Securities Act and all applicable U.S. state securities laws. It is understood that the Company and Odyssey Trust Company of Canada, c/o General Manager, Corporate Trustmay require evidence to verify the foregoing representations. [execution page follows] DATED this ____day of _____, 20__. ) )Notes:

Appears in 1 contract

Samples: webfiles.thecse.com

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Odyssey Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. ACREAGE HOLDINGS, INC. AND TO: Computershare Odyssey Trust Company of Canada 3rd Floor, 000 Xxxxxxx Xx Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: acquire ____________ Common Shares of enCore Energy Corp. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date Subordinate Voting Shares of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Acreage Holdings, Inc. Total Exercise Price of each WarrantPayable: ((A) multiplied by $5.80, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Subordinate Voting Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs acknowledges that the said Common undersigned is aware that the Subordinate Voting Shares received on exercise may be issuedsubject to restrictions on resale under applicable securities legislation. Any capitalized term herein that is not otherwise defined herein, registered shall have the meaning ascribed thereto in the Warrant Indenture. As at the time of exercise hereunder, the undersigned represents, warrants and delivered certifies as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) ):

Appears in 1 contract

Samples: Warrant Indenture (Acreage Holdings, Inc.)

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Odyssey Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE "B" EXERCISE FORM NOTICE TO: enCore Energy Corp. TRILLION ENERGY INTERNATIONAL INC. AND TO: Computershare Trust Company of Canada 3rd FloorODYSSEY TRUST COMPANY, Stock Exchange Tower 0000, 000 Xxxxxxx Xx Xxxxxxxxx0xx Xxxxxx XX Xxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ acquire Common Shares of enCore Trillion Energy Corp. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number International Inc. Exercise Price Payable: ((No. of Common Shares equal to the quotient obtained Shares) multiplied by dividing [(A-B) (X)] by (A)$0.50, where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the warrant indenture (which indenture together with all other instruments supplemental or ancillary thereto is herein referred to as the "Warrant Indenture") dated as of June 29, 2022 between Trillion Energy International Inc. (the "Corporation") and Odyssey Trust Company, as Warrant Agent. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Exercise Notice that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby irrevocably directs that represents, warrants and certifies as follows (one (only) of the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer following must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: sedar-filings-backup.thecse.com

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare TSX Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM ANY TRANSFER OF WARRANTS WILL REQUIRE COMPLIANCE WITH APPLICABLE SECURITIES LEGISLATION. TRANSFERORS AND TRANSFEREES ARE URGED TO CONTACT LEGAL COUNSEL BEFORE EFFECTING ANY SUCH TRANSFER. TO: enCore Energy HEXO Corp. AND TO: Computershare TSX Trust Company of Canada 3rd Floor000 Xxxxxxxx Xxxxxx Xxxx, Xxxxx 000 Xxxxxxx, Xxxxxxx Xx Xxxxxxxxx, XX X0X 0X0 Attention: Corporate Actions The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: acquire ____________ (A) Common Shares of enCore Energy HEXO Corp. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [Exercise Price Payable: (A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt multiplied by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each WarrantUS$3.45, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare TSX Trust Company of CanadaCompany, c/o General Manager, Corporate TrustTrust Services, 000 Xxxxxxxx Xxxxxx Xxxx, Xxxxx 000, Xxxxxxx, Xxxxxxx, X0X 0X0, Attention: Manager, Corporate Trust Services. [execution page follows] The undersigned hereby acknowledges and agrees that if that offer and sale of the Common Shares underlying the Warrants is not registered under the United States Securities Act of 1933, the undersigned elects to exercise the above referenced Warrants by cashless exercise pursuant to Section 3.3 of the Warrant Indenture. It is understood that the Corporation and TSX Trust Company may require evidence to verify the foregoing representation. DATED this ____day of _____, 20__. ) ) ) Witness ) (Signature of Warrantholder, to be the same as ) appears on the face of this Warrant Certificate) ) ) Name of Registered Warrantholder ☐ Please check if the certificates representing the Common Shares are to be delivered at the office where this Warrant Certificate is surrendered, failing which such certificates will be mailed to the address set out above. Certificates will be delivered or mailed as soon as practicable after the surrender of this Warrant Certificate to the Warrant Agent. Schedule “B” CONFIRMATION OF EXERCISE PRICE TO WARRANT AGENT TO: TSX Trust Company 000 Xxxxxxxx Xxxxxx Xxxx, Xxxxx 000 Xxxxxxx, Xxxxxxx X0X 0X0 The undersigned confirms the receipt of US$_________________________ in connection with the exercise of Warrant Certificate# _________________________ by Registered Warrant holder:______________________________ to acquire __________________ Common Shares of HEXO Corp. Once completed and executed, this Confirmation Form must be mailed or delivered to TSX Trust Company, c/o Manager, Corporate Trust Services, 000 Xxxxxxxx Xxxxxx Xxxx, Xxxxx 000, Xxxxxxx, Xxxxxxx X0X 0X0. DATED this ____day of _____, 20__. HEXO CORP. By: Schedule “C” FORM OF WARRANT AGREEMENT WARRANT To acquire Common Shares of HEXO CORP. (incorporated under the laws of Ontario) Warrant Certificate No. 2021 - ● Certificate for Warrants, each entitling the holder to acquire one (1) Common Share subject to adjustment in accordance with the terms of the Warrant Indenture THIS IS TO CERTIFY THAT, for value received, (the “Warrantholder”) is the registered holder of the number of common share purchase warrants (the “Warrants”) of HEXO Corp. (the “Corporation”) specified above, and is entitled, on exercise of these Warrants upon and subject to the terms and conditions set forth herein, to purchase at any time before 5:00 p.m. (Eastern time) (the “Expiry Time”) on August 24, 2026 (the “Expiry Date”), one fully paid and non-assessable common share without par value in the capital of the Corporation as constituted on the date hereof (a “Common Share”) for each Warrant, subject to adjustment in accordance with the terms of the Warrant Indenture dated August 24, 2021, by and between the Corporation and TSX Trust Company (the “Warrant Indenture”). This Warrant Agreement was entered into by and between the Corporation and the Warrantholder in consideration of the withdrawal of Warrants from the Warrant Indenture and Warrant Agency pursuant to Section 2.13 of the Warrant Indenture. Certain undefined terms used herein have the meanings set forth in the Warrant Indenture. The Warrants represented by this Warrant Agreement shall be subject to the terms set forth in Sections 1.2, 1.3, 1.4, 1.5, 1.6, 1.7, 2.0, 2.3, 2.4, 2.10, 2.11, 2.12, 3.1,3.2(6), 3.2(7), 3.2(9), 3.2(10), 3.2(11), 3.2(13), 3.3, 3.4, 3.6, 3.7, 3.8, 3.10, 3.11(1), 4.1, 4.2, 4.3, 4.4, 4.5. 4.6, 4.7, 4.8, 4.9, 4.11, 5.1, 5.2, 5.5, 10.1, 10.2, 10.3, 10.8, 10.9 and 10.11 of the Warrant Indenture, as of the date of this Warrant Agreement, as applied to Certificated Warrants and such terms are hereby incorporated by reference, except that any reference to the Warrant Agent shall refer to the Corporation as the context may required. The Corporation will furnish to the holder, on request and without charge, a copy of the Warrant Indenture. This Warrant Agreement is not subject to the Warrant Agency under the Warrant Indenture. For purposes of this Warrant Agreement, references in the Warrant Indenture to a “Registered Warrantholder” shall be deemed to include the Warrantholder and any references to the “Warrant Agent” shall be deemed to refer to the Corporation. The Corporation covenants and agrees that it shall not fix a record date for the issuance of rights, options or warrants to all or substantially all the holders of its outstanding Common Shares without obtaining both the approval of the TSX to permit the Warrantholder to fully participate in such issuance and the prior consent of a majority of the Registered Warrantholders together with holders of Warrants governed by Warrant Agreements is given. The Warrants evidenced hereby are exercisable at or before 5:00 p.m. (Eastern time) on August 24, 2026 after which time the warrants evidenced hereby shall be deemed to be void and of no further force or effect. Exercise of the purchase rights represented by this Warrant Agreement may be made, in whole or in part, by delivery to the Corporation of the exercise form in the form annexed hereto (the “Exercise Form”), duly completed and executed by the Warrantholder or his, her or its executors, administrators (or other legal representatives or his, her or its attorney duly appointed by an instrument in writing in form and manner satisfactory to the Corporation, acting reasonably), either (i) by personal delivery, mail or courier to HEXO Corp., 0000 Xxxxxxx Xxxx, Xxxxxx, Xxxxxxx, X0X 0X0, Attention: Chief Financial Officer (or such other office or agency of the Corporation as it may designate by notice in writing to the Warrantholder at the address of the Warrantholder appearing on the books of the Company) by delivery of a facsimile copy to the Corporation, Attention: Chief Financial Officer (e-mail: [REDACTED]), and within one (1) Trading Day of the date said Exercise Form is delivered to the Corporation, payment of the aggregate Exercise Price of the Common Shares thereby purchased by wire transfer to: Pay through: (Destination Bank) [REDACTED] Beneficiary’s Bank: (BBK field or SWIFT field 57a) [REDACTED] [REDACTED] Beneficiary Customer: (BNF field or SWIFT field 59) [REDACTED] ** Represents the beneficiary’s account number ID (11-digits) at [REDACTED] – including a four (4) digit branch transit number followed by a seven (7) digit account number. Do not add any spaces or other symbols. Note: you may be required to include zeros (0) at the beginning of the transit number to ensure it has four (4) digits. [REDACTED] Contact: [REDACTED] HEXO Contact: [REDACTED] or by delivery to the Corporation at the address specified in (i) above of a certified cheque, bank draft or money order in the lawful money of Canada payable to or to the order of the Corporation or, if available, pursuant to the cashless exercise procedure specified in Section 3.3 of the Warrant Indenture. No ink original Exercise Form shall be required, nor shall any medallion guarantee (or other type of guarantee or notarization) of any Exercise Form be required. Notwithstanding anything herein to the contrary, the Warrantholder shall not be required to physically surrender this Warrant to the Corporation until the Warrantholder has purchased all of the Common Shares available hereunder and the Warrant has been exercised in full, in which case, the Warrantholder shall surrender this Warrant to the Corporation for cancellation within two (2) Trading Days of the date the final Exercise Form is delivered to the Corporation. Partial exercises of this Warrant resulting in purchases of a portion of the total number of Common Shares available hereunder shall have the effect of lowering the outstanding number of Common Shares purchasable hereunder in an amount equal to the applicable number of Common Shares purchased. The Warrantholder and the Corporation shall maintain records showing the number of Common Shares purchased and the date of such purchases. The Company shall deliver any objection to any Exercise within one (1) Business Day of receipt of such notice. The Warrantholder and any assignee, by acceptance of this Warrant Agreement, acknowledge and agree that, by reason of the provisions of this paragraph, following the purchase of a portion of the Common Shares hereunder, the number of Common Shares available for purchase hereunder at any given time may be less than the amount stated on the face hereof. Within two (2) Trading Days after the Exercise Date with respect to a Warrant (the “Common Share Delivery Date”), the Corporation shall cause to be delivered or mailed to the Person or Persons in whose name or names the Warrant is registered or, if so specified in writing by the holder, cause to be delivered to such Person or Persons at the offices of the Corporation specified above where the Warrant Certificate was surrendered, a certificate or certificates for the appropriate number of Common Shares subscribed for, or any other appropriate evidence of the issuance of Common Shares to such Person or Persons in respect of Common Shares issued under the book entry registration system. Subject to adjustment thereof in the events and in the manner set forth in the Warrant Indenture, the exercise price payable for each Common Share upon the exercise of Warrants shall be US$3.45 per Common Share. Certificates for the Common Shares subscribed for will be mailed to the persons specified in the Exercise Form at their respective addresses specified therein or, if so specified in the Exercise Form, delivered to such persons at the office where this Warrant Certificate is surrendered. If fewer Common Shares are purchased than the number that can be purchased pursuant to this Warrant Certificate, the holder hereof will be entitled to receive without charge a new Warrant Certificate in respect of the balance of the Common Shares not so purchased. No fractional Common Shares will be issued upon exercise of any Warrant. Pursuant to the terms set forth in Section 3.3 of the Warrant Indenture, if at any time following the initial effectiveness of the shelf registration statement filed with the United States Securities Commission under the United States Securities Act of 1933, as amended, registering the Common Shares issuable upon exercise of the Warrants (the “Registration Statement”) and prior to the Expiry Date, the Corporation determines that such Registration Statement is not effective, or the prospectus contained therein is not available for, the offer and sale of the Common Shares issuable upon exercise of the Warrants, the Corporation shall promptly provide written notice of such determination to the Warrantholder, and confirm in writing that the then outstanding Warrants may, until the earlier of the Registration Statement becoming effective or the Expiry Date, only be exercised by means of a “cashless exercise” pursuant to the terms set forth in Section 3.3(1) of the Warrant Indenture. On presentation at the principal office of the Corporation as set out above, subject to the applicable provisions of the Warrant Indenture incorporated herein by reference and on compliance with the reasonable requirements of the Corporation, one or more Warrant Agreements may be exchanged for one or more Warrant Agreements entitling the holder thereof to purchase in the aggregate an equal number of Common Shares as are purchasable under the Warrant Agreement(s) so exchanged. Terms adopted and incorporated into this Warrant Agreement from the Warrant Indenture provide for the adjustment of the price payable for each Common Share upon the exercise of Warrants and the number of Common Shares issuable upon the exercise of Warrants in the events and in the manner set forth therein. Terms adopted and incorporated into this Warrant Agreement from the Warrant Indenture also provide for making binding on all holders of Warrants outstanding thereunder resolutions passed at meetings of holders of Warrants held in accordance with the provisions of the Warrant Indenture and instruments in writing signed by Warrantholders of Warrants entitled to purchase a specific majority of the Common Shares that can be purchased pursuant to such Warrants. Such resolutions shall be binding on the Warrantholder under this Warrant Agreement. Nothing contained in this Warrant Agreement or elsewhere shall be construed as conferring upon the holder hereof any right or interest whatsoever as a holder of Common Shares or any other right or interest except as herein expressly provided. In the event of any discrepancy between anything contained in this Warrant Agreement and the terms and conditions of the Warrant Indenture, the terms and conditions of adopted and incorporated into this Warrant Agreement from the Warrant Indenture shall govern. Warrants may only be transferred in compliance with the conditions adopted and incorporated into this Warrant Agreement from the Warrant Indenture on the register to be kept by the Corporation in its principal office, or such other registrar as the Corporation may appoint at such other place or places, if any, as may be designated, upon surrender of this Warrant Agreement to the Corporation or other registrar as the Corporation may appoint accompanied by a written instrument of transfer in form and execution satisfactory to the Corporation and upon compliance with the conditions adopted and incorporated into this Warrant Agreement from the Warrant Indenture and with such reasonable requirements as the may prescribe and upon the transfer being duly noted thereon by the Corporation or other registrar as the Corporation may appoint. A transferee will be bound by the terms and conditions set forth in the Warrant Agreement. Time is of the essence hereof. This Warrant Agreement will not be valid for any purpose until it has been countersigned by the Corporation. The parties hereto have declared that they have required that these presents and all other documents related hereto be in the English language. Les parties aux présentes déclarent qu’elles ont exigé que la présente convention, de même que tous les documents s’y rapportant, soient rédigés en anglais.

Appears in 1 contract

Samples: HEXO Corp.

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Odyssey Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. AND TO: Computershare Logiq, Inc. c/o Odyssey Trust Company of Canada 3rd Floor000 0xx Xxx. XX, 000 Xxxxxxx Xx XxxxxxxxxXxxxx 0000, Xxxxxxx, XX X0X 0X0 The undersigned holder of the within Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ irrevocably subscribes for Common Shares of enCore Energy Corp. pursuant to Logiq, Inc. (the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants “Corporation”) on the terms specified and conditions set forth in such the attached Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered issued as follows: Name(sNAME(S) in Full and Social Insurance Number(sIN FULL ADDRESS(ES) NUMBER OF COMMON SHARES (if applicablePlease print.) Address(es) DATED this _____ day of ____________, 20_ _. Signature Guaranteed* Name of Warrantholder Name of Authorized Representative Signature of Warrantholder or Authorized Representative Title or Capacity of Authorized Representative Daytime Phone Number of Common Shares Warrantholder or Authorized Representative ☐ Please print full name in which certificates representing check this box if the Common Shares securities are to be issuedpicked up at the office where the Warrant Certificate is surrendered, failing which the securities will be mailed to the address shown on the register. Instructions: The signature of the Holder must be the signature of the registered holder appearing on the face of the Warrant Certificate without alteration or enlargement or any change whatsoever. If this Exercise Form is signed by a trustee, executor, administrator, curator, guardian, attorney, officer of a corporation or any person acting in a fiduciary or representative capacity, the Warrant Certificate must be accompanied by evidence of authority to sign satisfactory to the Warrant Agent and the Corporation, acting reasonably. *If the Common Shares are to be issued to a person other than to the registered Holder, then the signature on this Exercise Form must be guaranteed by a Schedule 1 Canadian chartered bank, medallion guaranteed by a recognized medallion signature guarantee program or persons in any other manner satisfactory to the Warrant Agent. The guarantor must affix a stamp bearing the actual words “Signature Guaranteed”. Signature guarantees are not accepted from Treasury Branches or credit unions unless they are members of the Stamp Medallion Program. In the United States, signature guarantees must be done by members of the “Medallion Signature Guarantee Program” only. If securities are to be issued to a person other than the registered holderHolder, the registered holder Transfer Form must be completed and the Holder must pay or cause to be paid to the Corporation or the Warrant Agent all eligible applicable transfer taxes or other government chargessimilar taxes, if any, and the Form Corporation shall not be required to issue or deliver certificates evidencing the Common Shares and Warrants unless and until such Holder shall have paid to the Corporation or the Warrant Agent the amount of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed such tax or delivered shall have established to Computershare Trust Company the satisfaction of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )the Corporation that such tax has been paid or that no tax is due.

Appears in 1 contract

Samples: Warrant Indenture (Logiq, Inc.)

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. DRONE DELIVERY CANADA CORP. AND TO: Computershare Trust Company of Canada 3rd Floor, 000 Xxxxxxx Xx Xxxxxxxxx, XX X0X 0X0 (insert address) The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ acquire (A) Common Shares of enCore Energy Drone Delivery Canada Corp. pursuant Exercise Price Payable: ((A) multiplied by $1.50, subject to adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises represents, warrants and certifies as follows (one (only) of the right of such holder to following must be issued, and hereby subscribes for, Common Shares that are issuable pursuant to checked):  (A) the exercise of such Warrants on the terms specified in such Warrant Certificate and undersigned (i) is not in the Warrant Indenture. The undersigned hereby irrevocably directs that United States (as defined in Regulation S ("Regulation S") under the said Common Shares be issuedUnited States Securities Act of 1933, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) amended (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) "U.S. Securities Act");

Appears in 1 contract

Samples: Warrant Indenture

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US U.S. IRS regulations, Computershare Trust Company of Canada is required to request cost basis information from US U.S. securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM NOTICE TO: enCore Energy Corp. Mind Cure Health Inc. Suite 170 – 000 Xxxxxxxx Xx. Vancouver, BC V6B 2Z4 AND TO: Computershare Trust Company of Canada 3rd Floor, 000 Xxxxxxx Xx Xxxxxx, 0xx Xxxxx Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ acquire (A) Common Shares of enCore Energy Corp. pursuant Mind Cure Health Inc. (the “Company”) Exercise Price Payable: (A) multiplied by $0.80, subject to adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises represents, warrants and certifies as follows (one (only) of the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer following must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: webfiles.thecse.com

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Trust Company of Canada ENDEAVOR TRUST CORPORATION is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM FORM‌ TO: enCore Energy Corp. I3 INTERACTIVE INC. AND TO: Computershare Trust Company of Canada 3rd Floor, ENDEAVOR TRUST CORPORATION 000 Xxxxxxx Xx XxxxxxxxxXxxxxxxxxx Xxx. Xxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ Common Shares of enCore Energy Corp. I3 INTERACTIVE INC. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises the right of such holder to be issuedrepresents, warrants and hereby subscribes forcertifies that (check box (a), Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued(b), registered and delivered as follows: Name(s(c) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )or

Appears in 1 contract

Samples: webfiles.thecse.com

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Odyssey Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. ARGO LIVING SOILS CORP. AND TO: Computershare Odyssey Trust Company of Canada 3rd Floor, 350 – 000 Xxxxxxx Xx Xxxxxxxxx Xxxxxx Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ Common acquire (A) Warrant Shares of enCore Energy Argo Living Soils Corp. pursuant Exercise Price Payable: ((A) multiplied by $0.35, subject to adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, the Common Warrant Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Warrant Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises represents, warrants and certifies as follows (one (only) of the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer following must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: webfiles.thecse.com

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Odyssey Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. ACREAGE HOLDINGS, INC. AND TO: Computershare Odyssey Trust Company of Canada 3rd Floor, 000 Xxxxxxx Xx Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: acquire ____________ Common Shares of enCore Energy Corp. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date Floating Shares of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Acreage Holdings, Inc. Total Exercise Price of each WarrantPayable: ((A) multiplied by $4.00, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, Common Floating Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs acknowledges that the said Common undersigned is aware that the Floating Shares received on exercise may be issuedsubject to restrictions on resale under applicable securities legislation. Any capitalized term herein that is not otherwise defined herein, registered shall have the meaning ascribed thereto in the Warrant Indenture. As at the time of exercise hereunder, the undersigned represents, warrants and delivered certifies as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) ):

Appears in 1 contract

Samples: Supplemental Warrant Indenture (Acreage Holdings, Inc.)

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare TSX Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM ANY TRANSFER OF WARRANTS WILL REQUIRE COMPLIANCE WITH APPLICABLE SECURITIES LEGISLATION. TRANSFERORS AND TRANSFEREES ARE URGED TO CONTACT LEGAL COUNSEL BEFORE EFFECTING ANY SUCH TRANSFER. TO: enCore Energy HEXO Corp. AND TO: Computershare TSX Trust Company of Canada 3rd Floor000 Xxxxxxxx Xxxxxx Xxxx, Xxxxx 000 Xxxxxxx, Xxxxxxx Xx Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquireacquire ___________ (A) Common Shares of HEXO Corp. Exercise Price Payable: __________________________________________________ Common Shares of enCore Energy Corp. pursuant ((A) multiplied by $1.00, subject to adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises represents, warrants and certifies as follows (one (only) of the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer following must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: Warrant Indenture (HEXO Corp.)

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Endeavor Trust Company of Canada Corporation is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. CLOUDMD SOFTWARE & SERVICES INC. AND TO: Computershare Endeavor Trust Company of Canada 3rd FloorCorporation Xxxxx 000, 000 Xxxxxxx Xx Xxxxxx Xxxxxx, Xxxxxxxxx, XX X0X 0X0 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ acquire (A) Common Shares of enCore Energy Corp. pursuant CLOUDMD SOFTWARE & SERVICES INC. Exercise Price Payable: ((A) multiplied by $1.00, subject to adjustment) The undersigned hereby exercises the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises represents, warrants and certifies as follows (one (only) of the right of such holder to be issued, and hereby subscribes for, Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued, registered and delivered as follows: Name(s) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer following must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )checked):

Appears in 1 contract

Samples: Cloudmd Software

REASON FOR TRANSFER – FOR US RESIDENTS ONLY. Consistent with US IRS regulations, Computershare Odyssey Trust Company of Canada is required to request cost basis information from US securityholders. Please indicate the reason for requesting the transfer as well as the date of event relating to the reason. The event date is not the day in which the transfer is finalized, but rather the date of the event which led to the transfer request (i.e. date of gift, date of death of the securityholder, or the date the private sale took place). SCHEDULE “B” EXERCISE FORM TO: enCore Energy Corp. CX One Inc. AND TO: Computershare Odyssey Trust Company of Canada 3rd Floor0000, 000 Xxxxxxx Xx Xxxxxxxxx0xx Xxx XX Calgary, XX X0X 0X0 AB T2P 3C4 The undersigned holder of the Warrants evidenced by this Warrant Certificate hereby exercises the right to acquire: ____________ Common Shares of enCore Energy Corp. CX One Inc. pursuant to the right of such holder to be issued, and hereby subscribes for, the Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Indenture for an aggregate exercise price of _________________; or ____________ Common Shares of enCore Energy Corp., if permitted pursuant to Section 3.3 of the Warrant Indenture, by means of a “cashless exercise” whereby, during the applicable period, the Warrantholder shall be entitled to receive a certificate for the number of Common Shares equal to the quotient obtained by dividing [(A-B) (X)] by (A), where (i) (A) equals the Current Market Price on the trading day immediately preceding the date of the receipt by the Warrant Agent of the notice of exercise; (ii) (B) equals the Exercise Price of each Warrant, as adjusted; and (iii) (X) equals the number of Common Shares issuable upon exercise of the Warrants in accordance with their terms by means of a cash exercise rather than a cashless. The undersigned hereby acknowledges that the undersigned is aware that the Common Shares received on exercise may be subject to restrictions on resale under applicable securities legislation. Any capitalized term in this Warrant Certificate that is not otherwise defined herein, shall have the meaning ascribed thereto in the Warrant Indenture. The undersigned hereby exercises the right of such holder to be issuedrepresents, warrants and hereby subscribes forcertifies that (check box (a), Common Shares that are issuable pursuant to the exercise of such Warrants on the terms specified in such Warrant Certificate and in the Warrant Indenture. The undersigned hereby irrevocably directs that the said Common Shares be issued(b), registered and delivered as follows: Name(s(c) in Full and Social Insurance Number(s) (if applicable) Address(es) Number of Common Shares Please print full name in which certificates representing the Common Shares are to be issued. If any Common Shares are to be issued to a person or persons other than the registered holder, the registered holder must pay to the Warrant Agent all eligible transfer taxes or other government charges, if any, and the Form of Transfer must be duly executed. Once completed and executed, this Exercise Form must be mailed or delivered to Computershare Trust Company of Canada, c/o General Manager, Corporate Trust. [execution page follows] DATED this ____day of _____, 20__. ) )or

Appears in 1 contract

Samples: sec.report

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