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Upon
the exercise of certain BriaCell warrants that were outstanding at the time of the Amalgamation Agreement with BriaPro (“Briacell
Legacy Warrants”), BriaCell shall, as agent for BriaPro, collect and pay to BriaPro an amount based on an agreed formula. As
of April 30, 2026, this amount totaled of up to $133,320 and is eliminated on consolidation.
Pursuant
to the Amalgamation Agreement, each BriaCell warrant in issuance at the time of the Amalgamation (“Briacell Legacy Warrant”)
shall, in accordance with its terms, entitle the holder thereof to receive, upon the exercise thereof, one BriaCell Share (and post
Reverse Splits, as defined below– 150 Briacell Shares) and one BriaPro Share for the original exercise price. Warrants issued
by the Company, subsequent to the Arrangement are not subject to the terms above.
Upon
the exercise of 150 BriaCell Legacy Warrants (post Reverse Splits), BriaCell shall, as agent for BriaPro, collect and pay to BriaPro
an amount for each one (1) BriaPro Share so issued that is equal to the exercise price under the 150 BriaCell Legacy Warrants multiplied
by the fair market value of one (1) BriaPro Share at the Effective Date divided by the total fair market value of one (1) BriaCell
Share and one (1) BriaPro Share at the Effective Date (“BriaPro Warrant Shares”). On a Reverse Split basis, as of April
30, 2026, 27,984 Briacell Legacy Warrants are exercisable into 27,984 Briacell Shares and 4,197,831 BriaPro Shares. |