SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 9th, 2017 • XTL Biopharmaceuticals LTD • Pharmaceutical preparations • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of March ___, 2017, between XTL Biopharmaceuticals Ltd., a company organized under the laws of Israel (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES XTL BIOPHARMACEUTICALS LTD.XTL Biopharmaceuticals LTD • March 9th, 2017 • Pharmaceutical preparations
THIS WARRANT TO PURCHASE ORDINARY SHARES REPRESENTED BY AMERICAN DEPOSITARY SHARES (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the later of (i) ____________, 20171 or (ii) the effective date of the Authorized Capital Increase (such later date, the “Initial Exercise Date”) and on or prior to the close of business on _______ (the “Termination Date”)2 but not thereafter, to subscribe for and purchase from XTL Biopharmaceuticals Ltd, an Israeli limited company (the “Company”), up to 140,000,000 Ordinary Shares (the “Warrant Shares”) represented by 1,400,0003 American Depositary Shares (“ADSs”), as subject to adjustment hereunder (the “Warrant ADSs”). The purchase price of one Warrant ADS shall be equal to the Exercise Price, as defined in Section 2(b).
