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As Of Filer Filing For·On·As Docs:Size 4/23/15 Natcore Technology Inc. F-1/A 31:8.3M |
Document/Exhibit Description Pages Size
1: F-1/A Pre-Effective Amendment to Registration Statement HTML 1.99M
of a Foreign Private Issuer
9: EX-2.1 Plan of Acquisition, Reorganization, Arrangement, HTML 343K
Liquidation or Succession
11: EX-3.1 Articles of Incorporation/Organization or By-Laws HTML 187K
13: EX-4.1 Instrument Defining the Rights of Security Holders HTML 26K
22: EX-4.10 Instrument Defining the Rights of Security Holders HTML 23K
14: EX-4.2 Instrument Defining the Rights of Security Holders HTML 26K
15: EX-4.3 Instrument Defining the Rights of Security Holders HTML 25K
16: EX-4.4 Instrument Defining the Rights of Security Holders HTML 25K
17: EX-4.5 Instrument Defining the Rights of Security Holders HTML 31K
18: EX-4.6 Instrument Defining the Rights of Security Holders HTML 28K
19: EX-4.7 Instrument Defining the Rights of Security Holders HTML 25K
20: EX-4.8 Instrument Defining the Rights of Security Holders HTML 28K
21: EX-4.9 Instrument Defining the Rights of Security Holders HTML 27K
2: EX-5.1 Opinion re: Legality HTML 14K
10: EX-10 Material Contract HTML 17K
7: EX-10.1 Material Contract HTML 56K
30: EX-10.10 Material Contract HTML 17K
28: EX-10.11 Material Contract HTML 106K
6: EX-10.12 Material Contract HTML 14K
29: EX-10.13 Material Contract HTML 183K
31: EX-10.14 Material Contract HTML 22K
3: EX-10.15 Material Contract HTML 68K
8: EX-10.2 Material Contract HTML 120K
12: EX-10.4 Material Contract HTML 62K
23: EX-10.5 Material Contract HTML 13K
24: EX-10.6 Material Contract HTML 43K
25: EX-10.7 Material Contract HTML 158K
26: EX-10.8 Material Contract HTML 93K
27: EX-10.9 Material Contract HTML 21K
4: EX-23.1 Consent of Experts or Counsel HTML 10K
5: EX-23.2 Consent of Experts or Counsel HTML 11K
| EX-4.1 | 1st “Page” of 6 | TOC | ↑Top | Previous | Next | ↓Bottom | Just 1st |
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| UNITED STATES |
“Unless permitted under securities legislation, the holder of the securities shall not trade the securities before September 9, 2009.”
“Without prior written approval of the TSX Venture Exchange and compliance with all applicable securities legislation, the securities represented by this certificate may not be sold, transferred, hypothecated or otherwise traded on or through the facilities of the TSX Venture Exchange or otherwise in Canada or to or for the benefit of a Canadian resident before September 9, 2009.”
“The securities represented hereby have been acquired for investment, and have not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”), or state securities laws, but have been issued or transferred pursuant to an exemption from the registration requirements of the U.S. Securities Act. The holder hereof, by purchasing such securities, agrees for the benefit of the Issuer that such securities may be offered, sold, pledged or otherwise transferred only (a) to the Issuer, (b) outside the United States in accordance with Rule 904 of Regulation Sunder the U.S. Securities Act if applicable, (c) inside the United States (1) pursuant to the exemption from the registration requirements Sunder the U.S. Securities Act provided by Rule 144 thereunder, if available, and in accordance with applicable State securities laws, or (2) in a transaction that does not require registration under the U.S. Securities Act or any applicable State laws and regulations governing the offer and sale of securities, and the holder has prior to such sale furnished to the Issuer an opinion of counsel or other evidence of exemption in form and substance reasonably satisfactory to the Issuer. Provided that if the Issuer is a “foreign issuer” as that term is defined by Regulation S of the U.S. Securities Act at the time of sale, a new certificate bearing no restrictive legend, delivery of which will constitute “Good Delivery” may be obtained form the transfer agent, upon delivery of this certificate and a duly executed declaration, in form satisfactory to the Issuer and its transfer agent, to the effect that the sale of the securities represented hereby is being made in compliance with Rule 904 of Regulation Sunder the U.S. Securities Act.”
VOID AFTER 4:00 PM (VANCOUVER TIME) IN THE CITY OF
VANCOUVER,
PROVINCE OF BRITISH COLUMBIA, ON MAY
7, 2014
WARRANTS TO PURCHASE COMMON SHARES OF
SYRACUSE CAPITAL CORP.
(incorporated under the Business Corporations Act, British Columbia)
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No. WCAQ- |
WARRANTS |
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NOTE: One Warrant is Required |
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to purchase one common share. |
THIS IS TO CERTIFY THAT for value received the holder, (the “Holder”), of this certificate (the “Warrant Certificate”) is entitled to purchase one fully paid and non-assessable common share Syracuse Capital Corp. (herein called the “Corporation”) for each Warrant represented hereby, as such shares were constituted on May 8, 2009 at any time up to 4:00 p.m. (local time) in the City of Vancouver, Province of British Columbia on May 7, 2014, (the “Expiry Date”) at and for a price of $0.40 per share, of lawful money of Canada, upon and subject to the terms and conditions referred to in this Warrant Certificate and the Acquisition Agreement dated March 26, 2009 entered into between the Corporation and the Holder.
These Warrants are non-transferable.
| EX-4.1 | 2nd “Page” of 6 | TOC | 1st | Previous | Next | ↓Bottom | Just 2nd |
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The Warrants may be exercised only at the offices of the Corporation’s transfer agent, Computershare Trust Company of Canada at 2nd Floor, 510 Burrard Street, Vancouver, B.C.,V6C 3B8.
IN WITNESS WHEREOF the Corporation has caused this Warrant Certificate to be executed.
SYRACUSE CAPITAL CORP.
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Per: |
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C/S |
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Director |
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| EX-4.1 | 3rd “Page” of 6 | TOC | 1st | Previous | Next | ↓Bottom | Just 3rd |
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TERMS, CONDITIONS AND INSTRUCTIONS
1. The holder of this warrant may subscribe for the number of shares of the Corporation indicated on the face hereof.
2. For each share purchased pursuant to this warrant on or before the Expiry Date, payment must be made in the amount of $0.40 per share. All payments must be made in Canadian Funds, in cash or by certified cheque, bank draft or money order payable, at par, in Vancouver, British Columbia. If payment is made by way of an uncertified cheque, the Corporation reserves the right to deem that the payment has not been received until the cheque has cleared the account upon which it has been drawn.
3. To exercise the rights evidenced by this warrant, this warrant with the following Warrant Exercise Form completed, must be delivered or mailed to and received by the offices of the Corporation’s transfer agent, Computershare Trust Company of Canada at 2nd Floor, 510 Burrard Street, Vancouver, British Columbia, V6C 3B8.
4. The rights evidenced by this warrant expire at 4:00 p.m. local time in Vancouver, British Columbia, on the Expiry Date.
5. The rights evidenced by this warrant may not be transferred.
6. If this warrant or the purchase price are forwarded by mail it is suggested that registered mail be used as the Corporation will not be responsible for any losses which occur through the use of mails.
7. The rights evidenced by this warrant are to purchase common shares in the capital stock of the Corporation as they were constituted on May 8, 2009 If there shall, prior to the exercise of any of the rights evidenced hereby, be any reorganization of the authorized capital of the Corporation by way of consolidation, merger, sub-division, amalgamation or otherwise, or the payment of any stock dividends, then there shall automatically be an adjustment in either or both the number of shares of the Corporation which may be purchased pursuant hereto or the price at which such shares may be purchased, by corresponding amounts, so that the right evidenced hereby shall thereafter be as reasonably as possible equivalent to those originally granted hereby. The Corporation shall have the sole and exclusive power to make adjustments as it considers necessary and desirable.
| EX-4.1 | 4th “Page” of 6 | TOC | 1st | Previous | Next | ↓Bottom | Just 4th |
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APPENDIX 1
WARRANT EXERCISE FORM
TO: SYRACUSE CAPITAL CORP.
The undersigned hereby exercises the right to purchase ___________ Common Shares of SYRACUSE CAPITAL CORP. (the “Corporation”) (or such number of other securities or property to which such Warrants (the “Warrants”) entitle the undersigned in lieu thereof or in addition thereto under the provisions of the Warrant Certificate for the time being governing the holding of the Warrants in the Corporation) in accordance with and subject to the provisions of such Warrant Certificate which may be obtained, free of charge, from the Corporation at Suite 2080-777 Hornby Street, Vancouver, British Columbia, V6Z 1S4.
The Common Shares (or other securities or property) are to be issued as follows:
Name: _________________________________________________________________________________________
Address in full: _____________________________________________________________________________________
______________________________________________________________________________________________
Number of Common Shares: ____________________________________________________________________________
Note: If further nominees intended, please attach (and initial) a schedule giving these particulars.
(CHECK ONE)
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The undersigned hereby represents and warrants to the Corporation that at the time of exercise the undersigned is not a U.S. person or a person within the United States (as such terms are defined in Regulation Sunder the Securities Act of 1933 (the “U.S. Securities Act”) and the Warrant is not being exercised on behalf of a U.S. person or any person with the United States. |
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o |
The undersigned is tendering with this exercise form a written opinion of counsel or other evidence satisfactory to them to the effect that the Common Shares to be delivered upon exercise of this Warrant have been registered under the U.S. Securities Act and the Securities laws of all applicable States of the United States or are exempt from registration thereunder; or |
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The undersigned does not make the representation set forth above and the undersigned hereby represents, warrants and agrees that: (i) the undersigned will not offer or sell the Common Shares except pursuant to registration under the U.S. Securities Act or in accordance with an exemption from registration thereunder or in compliance with Regulation Sunder the U.S. Securities Act; and (ii) the certificates representing the Common Shares subscribed for may have endorsed thereon a legend to such effect. |
DATED this ____ day of ________,20__.
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Signature Guaranteed |
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(Signature of Warrant Holder) |
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Print full name |
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Print full address |
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| EX-4.1 | 5th “Page” of 6 | TOC | 1st | Previous | Next | ↓Bottom | Just 5th |
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Instructions.
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1. |
The registered holder may exercise his/her right to receive Common Shares by enclosing payment by way of cash, a certified cheque, bank draft or money order in lawful money of Canada, payable to the order Syracuse Capital Corp. and by completing this form and surrendering this form and the original Warrant Certificate representing the Warrants being exercised to the Corporation’s transfer agent, Computershare Trust Company of Canada at 2nd Floor, 510 Burrard Street, Vancouver, B.C., V6C 3B8. Certificates for Common Shares will be made available for pick up or mailed by registered mail within five business days after the exercise of the Warrant. |
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2. |
If the Exercise Form indicates that Common Shares are to be issued to a person or persons other than the registered holder of the Warrant Certificate, the signature of such holder of the Exercise Form must be guaranteed by an authorized officer of a chartered bank, trust company or medallion guaranteed by an investment dealer who is a member of a recognized stock exchange. |
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3. |
If the Exercise Form is signed by a trustee, executor, administrator, curator, attorney, officer of a corporation or any person acting in a judiciary or representative capacity, the certificate must be accompanied by evidence of authority to sign satisfactory to the Corporation |
| EX-4.1 | Last “Page” of 6 | TOC | 1st | Previous | Next | ↓Bottom | Just 6th |
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| Referenced-On Page | |||||||||
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| This ‘F-1/A’ Filing | Date | First | Last | Other Filings | |||||
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| Filed on: | 4/23/15 | None on these Dates | |||||||
| 5/7/14 | 1 | ||||||||
| 9/9/09 | 1 | ||||||||
| 5/8/09 | 1 | 3 | |||||||
| 3/26/09 | 1 | ||||||||
| List all Filings | |||||||||
