Warrant Coverage. The Company shall issue to W▇▇▇▇▇▇▇▇▇ or its designees at each Closing, warrants (the “W▇▇▇▇▇▇▇▇▇ Warrants”) to purchase that number of shares of common stock of the Company equal to a percentage of the aggregate number of shares of common stock (or common stock equivalent, if applicable) placed in the Public Offering (inclusive of the shares of common stock placed with the Insiders) (and if the Public Offering includes a “greenshoe” or “additional investment” component, such number of shares of common stock underlying such “greenshoe” or “additional investment” component, with the W▇▇▇▇▇▇▇▇▇ Warrants issuable upon the exercise of such component), as follows: a. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Insiders) is less than $2.5 million, 0%; b. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Investors is $2.5 million or more, 3.75%; or c. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Insiders is $5.0 million or more, 7.5%. If the Securities included in the Public Offering are convertible, the W▇▇▇▇▇▇▇▇▇ Warrants shall be determined by dividing the gross proceeds raised in such Public Offering by the Offering Price (as defined hereunder). The W▇▇▇▇▇▇▇▇▇ Warrants shall be in a customary form reasonably acceptable to W▇▇▇▇▇▇▇▇▇, have a term of five (5) years and an exercise price equal to 125% of the offering price per share (or unit, if applicable) in the applicable Public Offering and if such offering price is not available, the market price of the common stock on the date the Public Offering is commenced (such price, the “Offering Price”). If warrants are issued to investors in the Public Offering, the W▇▇▇▇▇▇▇▇▇ Warrants shall have the same terms as the warrants issued to investors in the applicable Public Offering, except that such W▇▇▇▇▇▇▇▇▇ Warrants shall have an exercise price equal to 125% of the Offering Price.
Appears in 2 contracts
Sources: Underwriting Agreement (Adynxx, Inc.), Underwriting Agreement (Adynxx, Inc.)
Warrant Coverage. The Company shall issue to W▇▇▇▇▇▇▇▇▇▇ or its designees at each Closing, warrants (the “W▇▇▇▇▇▇▇▇▇▇ Warrants”) to purchase that number of shares of common stock of the Company equal to a percentage 6.0% of the aggregate number of shares of common stock (or common stock equivalent, if applicable) placed in the Public each Offering (inclusive of the shares of common stock placed with the Insiders) (and if the Public an Offering includes a “greenshoe” or “additional investment” component, such number of shares of common stock underlying such “greenshoe” or “additional investment” component, with the W▇▇▇▇▇▇▇▇▇▇ Warrants issuable upon the exercise of such component), as follows:
a. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Insiders) is less than $2.5 million, 0%;
b. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Investors is $2.5 million or more, 3.75%; or
c. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Insiders is $5.0 million or more, 7.5%. If the Securities included in the Public an Offering are convertible, the W▇▇▇▇▇▇▇▇▇▇ Warrants shall be determined by dividing the gross proceeds raised in such Public Offering by the Offering Price (as defined hereunder). The W▇▇▇▇▇▇▇▇▇▇ Warrants shall be in a customary form reasonably acceptable to W▇▇▇▇▇▇▇▇▇▇, have a term of five three (53) years and an exercise price equal to 125% of the offering price per share (or unit, if applicable) in the applicable Public Offering and if such offering price is not available, the market price of the common stock on the date the Public an Offering is commenced (such price, the “Offering Price”). If warrants are issued to investors in the Public an Offering, the W▇▇▇▇▇▇▇▇▇▇ Warrants shall have the same terms as the warrants issued to investors in the applicable Public Offering, except that such W▇▇▇▇▇▇▇▇▇▇ Warrants shall have an exercise price equal to 125% of the Offering Price (as such term is defined hereunder) and that such exercise price shall be at or above the Minimum Price. “Minimum Price” means a price that is the lower of: (i) the closing price (as reflected on ▇▇▇▇▇▇.▇▇▇) immediately preceding the signing of the underwriting agreement or the Purchase Agreement (as defined under Paragraph D. of this Agreement), as the case may be; and (ii) the average closing price of the common stock (as reflected on ▇▇▇▇▇▇.▇▇▇) for the five trading days immediately preceding the signing of the underwriting agreement or the Purchase Agreement, as the case may be.
Appears in 1 contract
Sources: Exclusive Agency Agreement (China Jo-Jo Drugstores, Inc.)
Warrant Coverage. The Company shall issue to W▇▇▇▇▇▇▇▇▇ or its designees at each Closing, warrants (the “W▇▇▇▇▇▇▇▇▇ Warrants”) to purchase that number of shares of common stock of the Company equal to a percentage 5% of the aggregate number of shares of common stock (or common stock equivalent, if applicable) Common Stock placed in the Public each Offering (inclusive of which shall not include the shares of common stock placed with Common Stock underlying the Insiderswarrants issued to investors in the Offering) (and if the Public Offering includes Securities are convertible or include a “greenshoe” or “additional investment” option component, such number of shares of common stock Common Stock underlying such “greenshoe” Securities or “additional investment” componentoptions), with provided, that if New Mountain Vantage Advisors, LLC or Linde North America or their affiliates invest in an Offering, the W▇▇▇▇▇▇▇▇▇ Warrants issuable upon with respect to such investors shall be 2.0% of the exercise number of shares of Common Stock placed to such component), as follows:
a. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Insiders) is less than $2.5 million, 0%;
b. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Investors is $2.5 million or more, 3.75%; or
c. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Insiders is $5.0 million or more, 7.5%investors. If the Securities included in the Public an Offering are non-convertible, the W▇▇▇▇▇▇▇▇▇ Warrants shall be determined by dividing the gross proceeds raised in such Public Offering divided by the then market price of the Common Stock. The W▇▇▇▇▇▇▇▇▇ Warrants shall have the same terms as the warrants issued to investors in the applicable Offering, except that the W▇▇▇▇▇▇▇▇▇ Warrants will have an exercise price equal to 125% of the per share offering price in the applicable Offering Price (as defined hereunderand shall otherwise comply with FINRA Rule 5110(g). The If no warrants are issued to investors in an Offering, the W▇▇▇▇▇▇▇▇▇ Warrants shall be in a customary form reasonably acceptable to W▇▇▇▇▇▇▇▇▇, have a term of five (5) 5 years and an exercise price equal to 125110% of the offering price per share (or unit, if applicable) in the applicable Public Offering and if such offering price is not available, the then market price of the common stock on the date the Public Offering is commenced (such price, the “Offering Price”). If warrants are issued to investors in the Public Offering, the W▇▇▇▇▇▇▇▇▇ Warrants shall have the same terms as the warrants issued to investors in the applicable Public Offering, except that such W▇▇▇▇▇▇▇▇▇ Warrants shall have an exercise price equal to 125% of the Offering PriceCommon Stock.
Appears in 1 contract
Sources: Exclusive Agency Agreement (Bellerophon Therapeutics, Inc.)
Warrant Coverage. The Company shall issue to W▇▇▇▇▇▇▇▇▇▇ or its designees at each Closing, warrants (the “W▇▇▇▇▇▇▇▇▇▇ Warrants”) to purchase that number of shares of common stock of the Company equal to a percentage 7.5% of the aggregate number of shares of common stock (or common stock equivalent, if applicable) placed in the Public each Offering (inclusive of the shares of common stock placed with the Insiders) (and if the Public an Offering includes a “greenshoe” or “additional investment” component, such number of shares of common stock underlying such “greenshoe” or “additional investment” component, with the W▇▇▇▇▇▇▇▇▇▇ Warrants issuable upon the exercise of such component); provided, as follows:
a. If the aggregate gross proceeds raised however, that no warrants will be issued to ▇▇▇▇▇▇▇▇▇▇ in the Public Offering (other than any gross proceeds raised from the Insiders) is less than $2.5 million, 0%;
b. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Investors is $2.5 million or more, 3.75%; or
c. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Insiders is $5.0 million or more, 7.5%connection with an ATM. If the Securities included in the Public an Offering are convertible, the W▇▇▇▇▇▇▇▇▇▇ Warrants shall be determined by dividing the gross proceeds raised in such Public Offering by the Offering Price (as defined hereunder). The W▇▇▇▇▇▇▇▇▇▇ Warrants shall be in a customary form reasonably acceptable to W▇▇▇▇▇▇▇▇▇▇, have a term of five (5) years and an exercise price equal to 125% of the offering price per share (or unit, if applicable) in the applicable Public Offering and if such offering price is not available, the market price of the common stock on the date the Public an Offering is commenced (such price, the “Offering Price”). If warrants are issued to investors in the Public an Offering, the W▇▇▇▇▇▇▇▇▇▇ Warrants shall have the same terms as the warrants issued to investors in the applicable Public Offering, except that such W▇▇▇▇▇▇▇▇▇▇ Warrants shall have an exercise price equal to 125% of the Offering Price. In addition, upon the exercise for cash of any privately-placed, unregistered warrants issued to investors in an Offering, the Company shall issue to ▇▇▇▇▇▇▇▇▇▇ (or its designees), within five (5) business days of the Company’s receipt of the exercise price, the ▇▇▇▇▇▇▇▇▇▇ Warrants to purchase that number of shares of common stock of the Company equal to 7.5% of the aggregate number of such shares of common stock underlying such warrants that have been so exercised and such ▇▇▇▇▇▇▇▇▇▇ Warrants will be in the same form and terms as the ▇▇▇▇▇▇▇▇▇▇ Warrants originally issued in the applicable Offering.
Appears in 1 contract
Warrant Coverage. The Company shall issue to W▇▇▇▇▇▇▇▇▇▇ or its designees at each Closing, warrants (the “W▇▇▇▇▇▇▇▇▇▇ Warrants”) to purchase that number of shares of common stock of the Company equal to a percentage (i) 6% of the aggregate number of shares of common stock (or common stock equivalent, if applicable) Common Stock placed in the Public each Offering (inclusive of the shares of common stock placed with the Insiders) (and if the Public Offering includes a “greenshoe” Securities are convertible or include an “additional investment” option component, such shares of Common Stock underlying such Securities or options but not including the proceeds of any warrants issued as part of the Offering) in the event the gross proceeds in such Offering are $7,000,000 or more and (ii) 4% of the aggregate number of shares of common stock underlying such “greenshoe” Common Stock placed in each Offering (if the Securities are convertible or include an “additional investment” option component, with such shares of Common Stock underlying such Securities or options but not including the W▇▇▇▇▇▇▇▇▇ Warrants issuable upon proceeds of any warrants issued as part of the exercise of such component), as follows:
a. If Offering) in the aggregate event the gross proceeds raised in the Public such Offering (other than any gross proceeds raised from the Insiders) is are less than $2.5 million, 0%;
b. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Investors is $2.5 million or more, 3.75%; or
c. If the aggregate gross proceeds raised in the Public Offering (other than any gross proceeds raised from the Insiders is $5.0 million or more, 7.5%7,000,000. If the Securities included in the Public an Offering are non-convertible, the W▇▇▇▇▇▇▇▇▇▇ Warrants shall be determined by dividing the gross proceeds raised in such Public Offering divided by the Offering Price (as defined hereunder). The W▇▇▇▇▇▇▇▇▇ Warrants shall be in a customary form reasonably acceptable to W▇▇▇▇▇▇▇▇▇, have a term of five (5) years and an exercise price equal to 125% of the offering price per share (or unit, if applicable) in the applicable Public Offering and if such offering price is not available, the then market price of the common stock on the date the Public Offering is commenced (such price, the “Offering Price”)Common Stock. If warrants are issued to investors in the Public Offering, the WThe ▇▇▇▇▇▇▇▇▇▇ Warrants shall have the same terms as the warrants issued to investors in the applicable Public Offering. If no warrants are issued to investors in an Offering, except that such Wthe ▇▇▇▇▇▇▇▇▇▇ Warrants shall be in a customary form reasonably acceptable to ▇▇▇▇▇▇▇▇▇▇, have a term of 5 years and an exercise price equal to 125% of the Offering Pricethen market price of the Common Stock.
Appears in 1 contract
Sources: Exclusive Agency Agreement (RXi Pharmaceuticals Corp)