Looks like the dilution happens at 9 a.m. on June 21. Hopefully we get back to trading shenanigan free shortly thereafter.
Section 2. Purchase, Sale and Delivery of the Securities .
(a) The Securities . Upon the terms herein set forth, the Company agrees to issue and sell to the several Underwriters an aggregate of 20,410,000 Shares and Warrants to purchase 20,410,000 shares of Common Stock. On the basis of the representations, warranties and agreements herein contained, and upon the terms but subject to the conditions herein set forth, the Underwriters agree, severally and not jointly, to purchase from the Company the respective number of Shares and Warrants set forth opposite their names on Schedule A . The purchase price to be paid by the several Underwriters to the Company shall be $1.3818 per Share and accompanying Warrant.
(b) The Closing Date . Delivery of certificates for the Securities to be purchased by the Underwriters and payment therefor shall be made at the offices of Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C., One Financial Center, Boston, Massachusetts 02111 (or such other place as may be agreed to by the Company and the Representative) at 9:00 a.m. New York City time, on July 21, 2019 , or such other time and date not later than 1:30 p.m. New York City time as the Representative shall designate by notice to the Company (the time and date of such closing are called the “ Closing Date ”). The Company hereby acknowledges that circumstances under which the Representative may provide notice to postpone the Closing Date as originally scheduled include, but are not limited to, any determination by the Company or the Representative to recirculate to the public copies of an amended or supplemented Prospectus or a delay as contemplated by the provisions of Section 11.
(c) Reserved .
(d) Public Offering of the Securities . The Representative hereby advises the Company that the Underwriters intend to offer for sale to the public, initially on the terms set forth in the Registration Statement, the Time of Sale Prospectus and the Prospectus, their respective portions of the Securities as soon after this Agreement has been executed as the Representative, in its sole judgment, has determined is advisable and practicable.
(e) Payment for the Securities . (i) Payment for the Securities shall be made at the Closing Date by wire transfer of immediately available funds to the order of the Company.
(ii) It is understood that the Representative has been authorized, for its own account and the accounts of the several Underwriters, to accept delivery of and receipt for, and make payment of the purchase price for, the Securities. Canaccord, individually and not as the Representative of the Underwriters, may (but shall not be obligated to) make payment for any Securities to be purchased by any Underwriter whose funds shall not have been received by the Representative by the Closing Date, as the case may be, for the account of such Underwriter, but any such payment shall not relieve such Underwriter from any of its obligations under this Agreement.
(f) Delivery of the Shares. The Company shall deliver, or cause to be delivered the Shares to the Representative through the facilities of the Depository Trust Company (“ DTC ”) for the accounts of the several Underwriters at the Closing Date, against release of a wire transfer of immediately available funds for the amount of the purchase price therefor. The Securities shall be registered in such names and denominations as the Representative shall have requested at least two full business days prior to the Closing Date and shall be made available for inspection
AI
