Exhibit 10.2
September 17, 2024
Holder of Warrants to Purchase Common Shares issued in July 2023
Re: Amendment to Existing Warrant
Dear Holder:
Reference is hereby made to the concurrent public offering on or about the date hereof (the “Offering”) by Altamira Therapeutics Ltd. (the “Company”) of its securities (collectively, the “Securities”). Capitalized terms used but not otherwise defined herein shall have the meanings set forth in the Existing Warrant (as defined below).
This letter confirms that, in consideration for the Holder’s participation in the Offering and purchase of Securities in the Offering (the “Purchase Commitment”), the Company hereby amends, effective as of the closing of the Offering, the Holder’s existing warrant to purchase up to 555,556 common shares of the Company at an exercise price of $9.00 per common share, issued on July 10, 2023, between the Company and the Holder named therein (the “Existing Warrant”), by (i) reducing the Exercise Price (as defined therein) of the Existing Warrant to $0.72 per common share, and (ii) amending the expiration date of the Existing Warrant to five (5) years following the closing of the Offering (the “Warrant Amendment”). The Warrant Amendment shall be effective upon the closing the Offering and the satisfaction of the other terms and conditions referenced below.
The Warrant Amendment is subject to the consummation of the Offering and the Holder’s satisfaction of the Purchase Commitment. In the event that either (i) the Offering is not consummated, or (ii) the Holder does not satisfy the Purchase Commitment, the Warrant Amendment shall be null and void and the provisions of the Existing Warrant in effect prior to the date hereof shall remain in effect.
Except as expressly set forth herein, the terms and provisions of the Existing Warrant shall remain in full force and effect after the execution of this letter and shall not in any way be changed, modified or superseded except by the terms set forth herein.
From and after the effectiveness of the Warrant Amendment, the Company agrees to promptly deliver to the Holder, upon request, an amended Existing Warrant that reflects the Warrant Amendment in exchange for the surrender for cancellation of the Holder’s Existing Warrant to be amended as provided herein.
[Signature Page Follows]
IN WITNESS WHEREOF, the parties hereto have caused this agreement to be duly executed by their respective authorized signatories as of the date first indicated above.
ALTAMIRA THERAPEUTICS LTD.
| By: | | |
| Name: | Thomas Meyer | |
| Title: | Chief Executive Officer | |
Name of Holder: _______________________________________________________________
Signature of Authorized Signatory of Holder: ________________________________________
Name of Authorized Signatory: ___________________________________________________
[SIGNATURE PAGE TO WARRANT AMENDMENT AGREEMENT]
