KAIVAL BRANDS INNOVATIONS GROUP, INC. and VSTOCK TRANSFER, LLC, as Warrant AgentWarrant Agency Agreement • October 4th, 2021 • Kaival Brands Innovations Group, Inc. • Blank checks • California
WARRANT AGENCY AGREEMENT, dated as of September 29, 2021 (“Agreement”), between Kaival Brands Innovations Group, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), and Vstock Transfer, LLC, a limited liability company organized under the laws of California (the “Warrant Agent”).
COMMON STOCK PURCHASE WARRANT KAIVAL BRANDS INNOVATIONS GROUP, INC.Common Stock Purchase • October 4th, 2021 • Kaival Brands Innovations Group, Inc. • Blank checks • New York
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_____], 20261 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Kaival Brands Innovations Group, Inc., a company incorporated under the laws of the State of Delaware (the “Company”), up to [___] shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust Company or its nominee (“DTC”) shall initially be the sole reg
4,700,000 Shares of Common Stock and Warrants to Purchase 3,525,000 Shares of Common Stock KAIVAL BRANDS INNOVATIONS GROUP, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • October 4th, 2021 • Kaival Brands Innovations Group, Inc. • Blank checks • New York
Kaival Brands Innovations Group, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions contained herein, (this “Agreement”), to sell to you, Maxim Group LLC (“Maxim” or the “Underwriter”), an aggregate of 4,700,000 shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”) and warrants to purchase 3,525,000 shares of Common Stock at an exercise price of $1.90 per share (the “Firm Warrants” and together with the Firm Shares, the “Firm Securities”). In addition, the Company proposes to grant to the Underwriter an option to purchase up to an additional 705,000 shares of Common Stock (the “Option Shares”) and/or up to an additional warrants to purchase an additional 528,750 shares of Common Stock the “Option Warrants” and together with the Option Shares, the “Option Securities”) from the Company for the purpose of covering over-allotments in connection with the sale of the Firm Securities. The Firm Securit
