Elevai Labs Inc. ELAB

election_required = True...and I tender all of my shares, will I be subject to proration? If you own, beneficially or of record, fewer than 100 shares in the aggregate, you validly tender all of these shares prior to the Expiration Time (and do not validly withdraw such shares) and you complete the section entitled “Odd Lots” in the Letter of Transmittal and all conditions to the Offer are satisfied or waived, the Company will exchange all of your shares without subjecting them to proration. Will the Series B Preferred Stock be freely tradable? In making the Offer, we are relying on the exemption from the registration requirements of the Securities Act contained in Section 3(a)(9) of the...

election_required = True...and I tender all of my shares, will I be subject to proration? If you own, beneficially or of record, fewer than 100 shares in the aggregate, you validly tender all of these shares prior to the Expiration Time (and do not validly withdraw such shares) and you complete the section entitled “Odd Lots” in the Letter of Transmittal and all conditions to the Offer are satisfied or waived, the Company will exchange all of your shares without subjecting them to proration. Will the Series B Preferred Stock be freely tradable? In making the Offer, we are relying on the exemption from the registration requirements of the Securities Act contained in Section 3(a)(9) of the...

expiry = 2024-11-05...1aelevai.htm OFFER TO EXCHANGE, DATED OCTOBER 4, 2024 Exhibit (a)(1)(A) Offer to Exchange ELEVAI LABS INC. Offer to Exchange Common Stock for Series B Preferred Stock THIS OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT ONE MINUTE FOLLOWING 11:59 P.M. (12:00 MIDNIGHT), EASTERN STANDARD TIME, ON NOVEMBER 5, 2024, UNLESS EXTENDED OR EARLIER TERMINATED (THE “EXPIRATION DATE”). Elevai Labs Inc. (“we”, “us”, the “Company” or “ELAB”) is offering to exchange up to 15,000,000 of the currently issued and outstanding shares of its outstanding common stock,...

expiry = 2024-11-27...EXCHANGE, DATED NOVEMBER 4, 2024 Exhibit (a)(1)(C) Amended and Restated Offer to Exchange ELEVAI LABS INC. Offer to Exchange Common Stock for Series B Preferred Stock THIS OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT ONE MINUTE FOLLOWING 11:59 P.M. (12:00 MIDNIGHT), EASTERN STANDARD TIME, ON NOVEMBER 27, 2024, UNLESS EXTENDED OR EARLIER TERMINATED (THE “EXPIRATION DATE”). Elevai Labs Inc. (“we”, “us”, the “Company” or “ELAB”) is offering to exchange up to 15,000,000 of the currently issued and outstanding shares of its outstanding common stock,...

listed = True...erred Stock on any stock exchange or in any trading market. See “Risk Factors — There is no established trading market for the Series B Preferred Stock which may negatively affect their market value and your ability to transfer or sell them.” Our Common Stock is listed on Nasdaq under the symbol “ELAB.” Following the completion of the Offer, the number of Common Stock that are publicly traded may be reduced. Therefore, holders who choose not to tender their Common Stock will own a greater percentage interest in our outstanding Common Stock. This may reduce the volume of trading and make it more difficult to buy or sell significan...

listed = True...nd supplemented from time to time, this “Offer to Exchange”) and the related Offer materials (as amended and supplemented from time to time, the “Offer Documents”). The Class B Preferred Stock will not be listed on any exchange, unlike the Common Stock, which is listed on The Nasdaq Capital Market (the “Nasdaq”). Each share of Series B Preferred Stock entitles its holder to one vote on all matters to be voted on by the stockholders of ELAB, the same as each share of Common Stock. Each share of Series B Preferred Stock has the same rights to dividends and distributions as a share of Common Stock. No stock split of any class of capit...

threshold = 100...of 15,000,0000 shares of Common Stock; and 5 Table of Contents Because of the “odd lot” priority, proration and conditional tender provisions described above, the Company may not exchange all of the shares that you tender even if you validly tender them/ If I own fewer than 100 shares and I tender all of my shares, will I be subject to proration? If you own, beneficially or of record, fewer than 100 shares in the aggregate, you validly tender all of these shares prior to the Expiration Time (and do not validly withdraw such shares) and you complete the section entitled “Odd Lots” in the Letter of Transmittal and all c...

threshold = 100...ing in the exchange of 15,000,0000 shares of Common Stock; and Because of the “odd lot” priority, proration and conditional tender provisions described above, the Company may not exchange all of the shares that you tender even if you validly tender them/ If I own fewer than 100 shares and I tender all of my shares, will I be subject to proration? If you own, beneficially or of record, fewer than 100 shares in the aggregate, you validly tender all of these shares prior to the Expiration Time (and do not validly withdraw such shares) and you complete the section entitled “Odd Lots” in the Letter of Transmittal and all c...

txn_type = CONSOLIDATION...eries B Warrants. The Series A Warrants have a term of five years from issuance, and the Series B Warrants have a term of two and a half years from issuance. Subject to certain exceptions, the Warrants are subject to adjustment provisions in connection with a reverse stock split or similar transaction and following the Effective Shareholder Approval Date, which provide for reduction to the exercise price and increase in the number of Warrant Shares underlying the Warrants. In addition, subject to certain exceptions, the Series A Warrant is subject to reduction to the exercise price upon an issuance of securities...

txn_type = CONSOLIDATION...eries B Warrants. The Series A Warrants have a term of five years from issuance, and the Series B Warrants have a term of two and a half years from issuance. Subject to certain exceptions, the Warrants are subject to adjustment provisions in connection with a reverse stock split or similar transaction and following the Effective Shareholder Approval Date, which provide for reduction to the exercise price and increase in the number of Warrant Shares underlying the Warrants. In addition, subject to certain exceptions, the Series A Warrant is subject to reduction to the exercise price upon an issuance of securities...