Warrant Agreement for Malta
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Warrant Agreement
"I need a Warrant Agreement under Maltese law for our employee incentive scheme, covering 100,000 warrants exercisable at €2.50 per share, with a 3-year vesting period starting March 2025 and including anti-dilution provisions."
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1. Parties: Identification of the issuing company and the warrant holders or their representative
2. Background: Context of the warrant issuance, including corporate authorizations and purpose
3. Definitions and Interpretation: Key terms used throughout the agreement and rules of interpretation
4. Issuance of Warrants: Details of warrant creation, number of warrants, and underlying securities
5. Exercise Rights: Terms governing when and how warrants can be exercised
6. Exercise Price and Payment: Specification of exercise price, payment methods, and any adjustments
7. Exercise Procedure: Step-by-step process for exercising warrants
8. Adjustment Provisions: Mechanisms for adjusting warrant terms due to corporate actions
9. Representations and Warranties: Statements of fact and assurances from both parties
10. Transfer Restrictions: Limitations on the transfer of warrants
11. Notices: Communication requirements and methods between parties
12. Term and Termination: Duration of the agreement and circumstances for early termination
13. Governing Law and Jurisdiction: Specification of Maltese law and jurisdiction
14. General Provisions: Standard boilerplate clauses including amendments, waiver, and severability
1. Registration Rights: Required if warrant holders have rights to register underlying securities
2. Market Listing Provisions: Include if warrants will be listed on a regulated market
3. Employee-Specific Terms: Required for employee warrant schemes including vesting provisions
4. Anti-dilution Provisions: Detailed protections against dilution of warrant value
5. Tax Provisions: Specific tax treatment and obligations, particularly for international holders
6. Escrow Arrangements: Required if warrant certificates are held in escrow
7. Tag-Along Rights: Include if warrant holders have rights in case of company sale
8. Foreign Investment Provisions: Required for compliance with foreign investment regulations
1. Warrant Certificate Form: Template of the physical or electronic warrant certificate
2. Exercise Notice Form: Standard form for warrant holders to execute their exercise rights
3. Calculation Methods: Detailed methodology for adjustments and calculations
4. Corporate Authorizations: Copies of board and shareholder resolutions authorizing warrant issuance
5. Registration Rights Details: Specific procedures and timeframes for registration rights if applicable
6. Underlying Securities Terms: Details of the shares or other securities subject to the warrants
7. Payment Instructions: Detailed instructions for making payment upon warrant exercise
8. Tax Forms: Required tax documentation and forms for warrant exercise
Authors
Agreement
Applicable Law
Business Day
Company
Company Securities
Completion
Corporate Event
Exercise Date
Exercise Notice
Exercise Period
Exercise Price
Expiration Date
Fair Market Value
Fully Diluted Share Capital
Governing Law
Issue Date
Issuer
Listing Rules
Malta Stock Exchange
MFSA
New Securities
Notice
Ordinary Shares
Party/Parties
Prospectus
Register
Registered Office
Registration Rights
Regulatory Authority
Securities
Share Capital
Shareholders
Strike Price
Subscription Rights
Trading Day
Transfer
Underlying Securities
Warrant Agent
Warrant Certificate
Warrant Exercise Ratio
Warrant Holder
Warrant Register
Warrants
Exercise Rights
Payment Terms
Transfer Restrictions
Adjustment Provisions
Anti-dilution
Registration Rights
Representations and Warranties
Covenants
Information Rights
Notices
Confidentiality
Assignment
Amendment and Modification
Governing Law
Jurisdiction
Dispute Resolution
Force Majeure
Termination
Tag-Along Rights
Drag-Along Rights
Voting Rights
Dividend Rights
Pre-emptive Rights
Corporate Actions
Regulatory Compliance
Securities Laws Compliance
Tax Provisions
Severability
Entire Agreement
Further Assurance
Costs and Expenses
Indemnification
Event of Default
Remedies
Financial Services
Investment Banking
Technology
Real Estate
Manufacturing
Healthcare
Energy
Telecommunications
E-commerce
Gaming and Entertainment
Maritime
Professional Services
Biotechnology
Infrastructure
Renewable Energy
Legal
Finance
Corporate Development
Treasury
Compliance
Risk Management
Board of Directors
Executive Management
Corporate Secretariat
Investment Relations
Corporate Finance
Human Resources
Chief Financial Officer
Legal Counsel
Corporate Secretary
Investment Banker
Finance Director
Compliance Officer
Securities Lawyer
Corporate Lawyer
Financial Controller
Investment Manager
Board Director
Chief Executive Officer
Treasury Manager
Risk Manager
Company Secretary
Corporate Finance Manager
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