The Warrant Purchase Agreement is a specialized legal instrument used in Malaysian financial markets when a company wishes to issue warrants to investors. This document is essential when companies seek to raise capital or provide investors with future equity participation rights while complying with Malaysian securities laws and regulations. The agreement details crucial elements such as warrant terms, exercise prices, expiration dates, and transfer restrictions, while ensuring compliance with the Capital Markets and Services Act 2007 and other relevant Malaysian regulations. It's particularly important for companies looking to attract investors without immediate equity dilution, as warrants offer the right but not the obligation to purchase securities at a later date. The agreement must be carefully structured to meet both the commercial objectives of the parties and the regulatory requirements of Malaysian authorities, including the Securities Commission Malaysia.
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1. Parties: Identification of the warrant issuer/seller and the purchaser(s), including their full legal names and registration details
2. Background: Context of the warrant issuance, underlying securities, and purpose of the agreement
3. Definitions: Definitions of key terms used throughout the agreement, including technical terms related to warrants and securities
4. Warrant Terms: Detailed description of the warrants, including exercise price, expiration date, and underlying securities
5. Purchase and Sale: Terms of the purchase transaction, including price, payment method, and closing conditions
6. Representations and Warranties: Statements of fact and assurances from both parties regarding their capacity, authority, and compliance with laws
7. Exercise Rights: Procedures and conditions for exercising the warrants, including notice requirements and payment mechanisms
8. Transfer Restrictions: Limitations on the transfer of warrants and compliance with securities regulations
9. Termination: Circumstances under which the agreement can be terminated and the consequences
10. Notices: Process for formal communications between parties
11. Governing Law and Jurisdiction: Specification of Malaysian law as governing law and jurisdiction for disputes
12. General Provisions: Standard boilerplate provisions including amendments, waivers, and severability
1. Anti-Dilution Provisions: Protection mechanisms for warrant holders against dilution of their potential equity stake, used when there's a risk of corporate actions affecting warrant value
2. Registration Rights: Rights of warrant holders to register underlying securities for public trading, included when dealing with private company securities
3. Tag-Along Rights: Rights of warrant holders to participate in sales of company shares, relevant for private company warrants
4. Shareholder Approval: Requirements for shareholder approval of warrant issuance, included when required by company constitution or regulations
5. Foreign Investment Provisions: Special provisions for foreign investors, included when purchasers are non-Malaysian entities
6. Market Making Obligations: Obligations regarding market making activities, included for listed warrants
7. Confidentiality: Provisions protecting confidential information, included when sensitive information is involved
8. Force Majeure: Provisions dealing with unforeseen circumstances, included when requested by parties
1. Warrant Certificate Form: Template of the warrant certificate to be issued
2. Exercise Notice Form: Standard form for exercising warrants
3. Warrant Terms and Conditions: Detailed technical specifications of the warrants
4. Regulatory Compliance Checklist: Checklist of requirements under Malaysian securities laws
5. Corporate Authorizations: Copies of relevant corporate approvals and resolutions
6. Registration Rights Agreement: Detailed terms of registration rights if applicable
7. Calculation Methods: Detailed methods for calculating adjustments to warrant terms
8. Required Notices and Forms: Templates for various notices required under Malaysian law
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