Common Contracts

28 similar Underwriting Agreement contracts by Marina Biotech, Inc., Cinedigm Digital Cinema Corp., iBio, Inc., others

10,909,090 SHARES OF COMMON STOCK OF VERB TECHNOLOGY COMPANY, INC. UNDERWRITING AGREEMENT
Underwriting Agreement • July 24th, 2020 • Verb Technology Company, Inc. • Services-personal services • New York

Verb Technology Company, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Ladenburg Thalmann & Co. Inc. (the “Underwriter”) an aggregate of 10,909,090 authorized but unissued shares of common stock, par value $0.0001 per share (the “Common Stock”), of the Company (the “Firm Shares”). The Company also proposes to sell to the Underwriter, at the option of the Underwriter, up to an additional 1,636,363 shares of Common Stock (the “Option Shares”, and together with the Firm Shares, the “Shares”).

AutoNDA by SimpleDocs
●] SHARES OF COMMON STOCK OF VERB TECHNOLOGY COMPANY, INC. UNDERWRITING AGREEMENT
Underwriting Agreement • July 7th, 2020 • Verb Technology Company, Inc. • Services-personal services • New York
Series A Warrants to Purchase Shares of Common Stock
Underwriting Agreement • November 17th, 2017 • BioPharmX Corp • Pharmaceutical preparations • New York

BioPharmX Corporation, a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Oppenheimer & Co. Inc., as representative (the “Representative”) of the several underwriters named in Schedule I hereto (each, the “Underwriter”), (i) an aggregate of authorized but unissued shares (the “Shares”) of Common Stock, par value $0.001 per share of the Company (the “Common Stock”) or pre-funded warrants (the “Pre-Funded Warrants”) to purchase Common Stock in lieu thereof at an exercise price of $0.001 per shares (the “Pre-Funded Warrant Shares”), and (ii) Series A warrants (the “Series A Warrants”) to purchase up to an aggregate of shares of Common Stock ( the “Series A Warrant Shares”) and Series B warrants (the “Series B Warrants” and together with the Series A Warrants, the “Warrants”) to purchase up to an aggregate of shares of Common Stock (the “Series B Warrant Shares” and together with the Series A Warrant Shares, the “Warran

1,293,750 Shares PIONEER POWER SOLUTIONS, INC. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • September 25th, 2015 • Pioneer Power Solutions, Inc. • Power, distribution & specialty transformers • New York

Pioneer Power Solutions, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC, as the sole book-running manager and underwriters’ representative (“Roth”), and Monarch Capital Group, LLC, as co-manager (“Monarch” and collectively with Roth, the “Underwriters”) an aggregate of 1,125,000 authorized but unissued shares (the “Underwritten Shares”) of Common Stock, par value $0.001 per share (the “Common Stock”), of the Company, as set forth on Schedule I hereto. The Company has granted the Underwriters the option to purchase an aggregate of up to 168,750 additional shares of Common Stock (the “Additional Shares”) as may be necessary to cover over-allotments made in connection with the offering. The Underwritten Shares and Additional Shares are collectively referred to as the “Shares.”

PEDEVCO CORP. 5,600,000 SHARES OF COMMON STOCK UNDERWRITING AGREEMENT
Underwriting Agreement • May 13th, 2015 • Pedevco Corp • Oil & gas field exploration services • New York

PEDEVCO Corp., a Texas corporation (the “Company”) proposes, subject to the terms and conditions stated herein, to issue and sell to National Securities Corporation and each of the other Underwriters named in Schedule VI hereto, if any (each, an “Underwriter” and collectively, the “Underwriters”), an aggregate of 5,600,000 authorized but unissued shares (the “Firm Shares”) and, at the election of the Underwriters, up to 840,000 additional shares (the “Additional Shares”) of Common Stock, $0.001 par value per share (the “Common Stock”), of the Company, in an offering under its registration statement on Form S-3 (File No. 333-191869) (the Firm Shares and the Additional Shares the Underwriters elect to purchase pursuant to Section 3 hereof being collectively called the “Securities”).

HARVARD APPARATUS REGENERATIVE TECHNOLOGY, inc. 1,800,000 SHARES OF COMMON STOCK AND 695,857 SHARES OF SERIES b CONVERTIBLE PREFERRED STOCK UNDERWRITING AGREEMENT
Underwriting Agreement • February 12th, 2015 • Harvard Apparatus Regenerative Technology, Inc. • Surgical & medical instruments & apparatus • New York

Harvard Apparatus Regenerative Technology, Inc., a Delaware corporation (the “Company”) proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule VI hereto (the “Underwriters”), for whom National Securities Corporation is acting as representative (the “Representative”), an aggregate of 1,800,000 authorized but unissued shares (the “Firm Shares”) and, at the election of the Underwriters, up to 270,000 additional shares (the “Additional Shares”) of common stock, par value $0.01 per share (the “Common Stock”) of the Company, in an offering under its registration statement on Form S-3 (File No. 333-200926) (the Firm Shares and the Additional Shares the Underwriters elect to purchase pursuant to Section 3 hereof being collectively called the “Offered Shares”) and an aggregate of 695,857 shares of Series B Convertible Preferred Stock, par value $0.01 per share, (the “Preferred Stock”) of the Company. The 3,479,285 shares of the Compa

UNDERWRITING AGREEMENT
Underwriting Agreement • February 11th, 2015 • ImmunoCellular Therapeutics, Ltd. • Pharmaceutical preparations • New York

ImmunoCellular Therapeutics, Ltd., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to you (the “Underwriter”), an aggregate of (i) — authorized but unissued shares (the “Shares”) of common stock, par value $0.0001 per share (the “Common Stock”), of the Company, (ii) warrants (the “Warrants”) to purchase up to — shares of Common Stock at an exercise price of $— per share and (iii) warrants (the “Pre-Funded Warrants”) to purchase up to — shares of Common Stock at an exercise price of $0.01 per share. The shares of Common Stock issuable upon the exercise of the Warrants and the Pre-Funded Warrants are collectively referred to as the “Warrant Shares”. Each Share is being sold together with 0.70 of a Warrant to purchase one Warrant Share. Each Pre-Funded Warrant to purchase one Warrant Share is being sold together with 0.70 of a Warrant to purchase one Warrant Share. The Shares, the Warrants, the Pre-Funded Warrants and

UNDERWRITING AGREEMENT
Underwriting Agreement • February 10th, 2015 • ImmunoCellular Therapeutics, Ltd. • Pharmaceutical preparations • New York

ImmunoCellular Therapeutics, Ltd., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to you (the “Underwriter”), an aggregate of (i) — authorized but unissued shares (the “Shares”) of common stock, par value $0.0001 per share (the “Common Stock”), of the Company, (ii) warrants (the “Warrants”) to purchase up to — shares of Common Stock at an exercise price of $— per share and (iii) warrants (the “Pre-Funded Warrants”) to purchase up to — shares of Common Stock at an exercise price of $0.01 per share. The shares of Common Stock issuable upon the exercise of the Warrants and the Pre-Funded Warrants are collectively referred to as the “Warrant Shares”. Each Share is being sold together with 0.70 of a Warrant to purchase one Warrant Share. Each Pre-Funded Warrant to purchase one Warrant Share is being sold together with 0.70 of a Warrant to purchase one Warrant Share. The Shares, the Warrants, the Pre-Funded Warrants and

3,300,000 SHARES DOCUMENT SECURITY SYSTEMS, INC. COMMON STOCK UNDERWRITING AGREEMENT
Underwriting Agreement • December 23rd, 2014 • Document Security Systems Inc • Services-computer integrated systems design • New York

Document Security Systems, Inc., a New York corporation (the “Company”) proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule VI hereto (the “Underwriters”), for whom National Securities Corporation is acting as representative (the “Representative”), an aggregate of 3,300,000 authorized but unissued shares (the “Firm Shares”) and, at the election of the Underwriters, up to 495,000 additional shares (the “Additional Shares”) of Common Stock, $.02 par value per share (the “Common Stock”), of the Company (the Firm Shares and the Additional Shares that the Underwriters elect to purchase pursuant to Section 3 hereof being collectively called the “Securities”).

3,450,000 Units Each Unit Consisting of One Share of Common Stock and One Warrant to Purchase 0.25 of a Share of Common Stock
Underwriting Agreement • November 20th, 2014 • Immune Pharmaceuticals Inc • Pharmaceutical preparations • New York

Immune Pharmaceuticals Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule VI hereto (the “Underwriters”), for whom National Securities Corporation is acting as representative (the “Representative”), (i) an aggregate of 3,450,000 authorized but unissued shares (the “Firm Shares”) of common stock, par value $0.0001 per share (the “Common Stock”), of the Company and (ii) warrants (the “Firm Warrants”) to purchase an aggregate of 862,500 authorized but unissued shares of Common Stock of the Company (the “Firm Warrant Shares”). In addition, the Company proposes to grant to the Underwriters the option to purchase from the Company, up to (i) an additional 517,500 shares of Common Stock of the Company (the “Additional Shares”) and (ii) warrants (the “Additional Warrants”) to purchase up to 129,375 shares of Common Stock of the Company (the “Additional Warrant Shares”). The Firm Share

TITAN PHARMACEUTICALS, INC.
Underwriting Agreement • September 30th, 2014 • Titan Pharmaceuticals Inc • Biological products, (no disgnostic substances) • New York

Titan Pharmaceuticals, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to you (the “Underwriter”), an aggregate of · units (the “Units”), each Unit consisting of (i) one share (collectively, the “Shares”) of common stock, par value $0.001 per share (the “Common Stock”), of the Company, and (ii) 0.75 of a Class A warrant (collectively, the “Warrants”), each to purchase one share of Common Stock (collectively, the “Warrant Shares”). The Units, the Shares, the Warrants and the Underwriter Warrants (as defined below) are collectively referred to as the “Securities”. No Units will be issued. The Shares and the Warrants will be separately issued and will be immediately separable and transferable upon issuance. The terms of the Warrants are set forth in the form of Warrant attached as Exhibit A hereto.

572,000 SHARES SINO-GLOBAL SHIPPING AMERICA, LTD. COMMON STOCK UNDERWRITING AGREEMENT
Underwriting Agreement • June 27th, 2014 • Sino-Global Shipping America, Ltd. • Arrangement of transportation of freight & cargo • New York

Sino-Global Shipping America, Ltd., a Virginia corporation (the “Company”) proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule VI hereto (the “Underwriters”), for whom National Securities Corporation is acting as representative (the “Representative”), an aggregate of 572,000 authorized but unissued shares (the “Firm Shares”) and, at the election of the Underwriters, up to 85,800 additional shares (the “Additional Shares”) of Common Stock, without par value per share (the “Common Stock”), of the Company (the Firm Shares and the Additional Shares that the Underwriters elect to purchase pursuant to Section 3 hereof being collectively called the “Securities”).

2,500,000 SHARES METHES ENERGIES INTERNATIONAL LTD. COMMON STOCK UNDERWRITING AGREEMENT
Underwriting Agreement • May 22nd, 2014 • Methes Energies International LTD • Industrial organic chemicals • New York
5,500,000 SHARES ZBB ENERGY CORPORATION COMMON STOCK UNDERWRITING AGREEMENT
Underwriting Agreement • March 14th, 2014 • ZBB Energy Corp • Electric services • New York

ZBB Energy Corporation, a Wisconsin corporation (the “Company”) proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule VII hereto (the “Underwriters”), for whom National Securities Corporation is acting as representative (the “Representative”), an aggregate of 5,500,000 authorized but unissued shares (the “Firm Shares”) and, at the election of the Underwriters, up to 825,000 additional shares (the “Additional Shares”) of Common Stock, $.01 par value per share (the “Common Stock”), of the Company (the Firm Shares and the Additional Shares that the Underwriters elect to purchase pursuant to Section 3 hereof being collectively called the “Securities”).

3,780,718 SHARES CINEDIGM DIGITAL CINEMA CORP. CLASS A COMMON STOCK UNDERWRITING AGREEMENT
Underwriting Agreement • June 28th, 2013 • Cinedigm Digital Cinema Corp. • Services-business services, nec • New York

Cinedigm Digital Cinema Corp., a Delaware corporation (the “Company”) proposes, subject to the terms and conditions stated herein, to issue and sell to Merriman Capital, Inc. and National Securities Corporation (each, an “Underwriter” and collectively, the “Underwriters”), an aggregate of 3,780,718 authorized but unissued shares (the “Firm Shares”) and, at the election of the Underwriters, up to 567,108 additional shares (the “Additional Shares”) of Class A Common Stock, $.001 par value per share (the “Common Stock”), of the Company (the Firm Shares and the Additional Shares that the Underwriters elect to purchase pursuant to Section 3 hereof being collectively called the “Securities”).

IBIO, INC. 8,925,000 Units Each Unit Consisting of One Share of Common Stock and 0.4 of One Warrant to Purchase One Share of Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • April 23rd, 2013 • iBio, Inc. • Pharmaceutical preparations • California

iBio, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC (the “Underwriter) an aggregate of (i) 8,925,000 authorized but unissued shares (the “Shares”) of Common Stock, par value $0.001 per share (the “Common Stock”), of the Company and (ii) Warrants (the “Warrants”) to purchase up to 3,570,000 shares of Common Stock (the “Warrant Shares”). The Shares and the Warrants shall be sold together as units (the “Units”), each Unit consisting of one Share and 0.4 of one Warrant to purchase one share of Common Stock. The Units will not be separately issued or certificated and the Shares and the Warrants shall be immediately separable and transferable upon issuance. The Units, the Shares, the Warrants and the Warrant Shares are collectively referred to as the “Securities.”

3,257,853 SHARES CINEDIGM DIGITAL CINEMA CORP. CLASS A COMMON STOCK UNDERWRITING AGREEMENT
Underwriting Agreement • April 24th, 2012 • Cinedigm Digital Cinema Corp. • Services-business services, nec • New York
IBIO, INC. 15,385,000 Units Each Unit Consisting of One Share of Common Stock and
Underwriting Agreement • January 10th, 2012 • iBio, Inc. • Pharmaceutical preparations • California

iBio, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC (the “Underwriter) an aggregate of (i) 15,385,000 authorized but unissued shares (the “Shares”) of Common Stock, par value $0.001 per share (the “Common Stock”), of the Company and (ii) Warrants (the “Warrants”) to purchase up to 11,538,750 shares of Common Stock (the “Warrant Shares”). The Shares and the Warrants shall be sold together as units (the “Units”), each Unit consisting of one Share and 0.75 of one Warrant to purchase one share of Common Stock. The Units will not be separately issued or certificated and the Shares and the Warrants shall be immediately separable and transferable upon issuance. The Units, the Shares, the Warrants and the Warrant Shares are collectively referred to as the “Securities.”

4,000,000 Shares GRAYMARK HEALTHCARE, INC. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • May 26th, 2011 • Graymark Healthcare, Inc. • Services-specialty outpatient facilities, nec • New York

Graymark Healthcare, Inc., a Oklahoma corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC (the “Underwriter”) an aggregate of 4,000,000 authorized but unissued shares (the “Underwritten Shares”) of Common Stock, par value $0.0001 per share (the “Common Stock”), of the Company. The Company has granted the Underwriter the option to purchase an aggregate of up to 600,000 additional shares of Common Stock (the “Additional Shares”) as may be necessary to cover over-allotments made in connection with the offering. The Underwritten Shares and Additional Shares are collectively referred to as the “Shares.”

MARINA BIOTECH, INC. — Units Each Unit Consisting of One Share of Common Stock and One Series A Warrant to Purchase One Share of Common Stock and — Series B Warrants, Each to Purchase One Unit UNDERWRITING AGREEMENT
Underwriting Agreement • May 10th, 2011 • Marina Biotech, Inc. • Pharmaceutical preparations • California

Marina Biotech, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC (the “Underwriter”) an aggregate of (i) — authorized but unissued shares (the “Firm Shares”) of Common Stock, par value $0.006 per share (the “Common Stock”), of the Company and (ii) Series A Warrants (the “Firm Series A Warrants”) to purchase up to — shares of Common Stock (the “Firm Series A Warrant Shares”). The Firm Shares and the Firm Series A Warrants shall be sold together as units (the “Firm Units”), each Firm Unit consisting of one Firm Share and one Firm Series A Warrant to purchase one share of Common Stock. The Firm Units will not be separately issued or certificated and the Firm Shares and the Firm Series A Warrants shall be immediately separable and transferable upon issuance. In addition, the Company proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriter an agg

MARINA BIOTECH, INC. — Units Each Unit Consisting of One Share of Common Stock and — of a Series A Warrant, Each to Purchase One Share of Common Stock and — Series B Warrants, Each to Purchase One Unit UNDERWRITING AGREEMENT
Underwriting Agreement • May 2nd, 2011 • Marina Biotech, Inc. • Pharmaceutical preparations • California

Marina Biotech, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC (the “Underwriter”) an aggregate of (i) — authorized but unissued shares (the “Shares”) of Common Stock, par value $0.006 per share (the “Common Stock”), of the Company and (ii) Series A Warrants (the “Series A Warrants”) to purchase up to — shares of Common Stock (the “Series A Warrant Shares”). The Shares and the Series A Warrants shall be sold together as units (the “Units”), each Unit consisting of one Share and — of a Series A Warrant to purchase one share of Common Stock. The Units will not be separately issued or certificated and the Shares and the Warrants shall be immediately separable and transferable upon issuance. In addition, the Company proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriter an aggregate of — warrants (the “Series B Warrants”) to purchase up — ad

3,400,000 Shares SOLITARIO EXPLORATION & ROYALTY CORP. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • April 14th, 2011 • Solitario Exploration & Royalty Corp. • Gold and silver ores • California

Solitario Exploration & Royalty Corp., a Colorado corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC (the “Underwriter”) an aggregate of 3,400,000 authorized but unissued shares (the “Firm Shares”) of Common Stock, par value $.01 per share (the “Common Stock”), of the Company. The Company has granted the Underwriter the option to purchase an aggregate of up to 510,000 additional authorized but unissued shares of Common Stock (the “Option Shares”) as may be necessary to cover over-allotments made in connection with the offering. The Firm Shares and Option Shares are collectively referred to as the “Shares.”

AutoNDA by SimpleDocs
2,259,943 Shares CATALYST PHARMACEUTICAL PARTNERS, INC. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • March 8th, 2011 • Catalyst Pharmaceutical Partners, Inc. • Pharmaceutical preparations • California

Catalyst Pharmaceutical Partners, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC (the “Underwriter”) an aggregate of 2,259,943 authorized but unissued shares (the “Shares”) of Common Stock, par value $0.001 per share (the “Common Stock”), of the Company.

4,800,000 Shares MINES MANAGEMENT, INC. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • March 3rd, 2011 • Mines Management Inc • Metal mining • New York

Mines Management, Inc., an Idaho corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC (the “Underwriter”) an aggregate of 4,800,000 authorized but unissued shares (the “Firm Shares”) of Common Stock, par value $0.001 per share (the “Common Stock”), of the Company. The Company has granted the Underwriter the option to purchase an aggregate of up to 720,000 Option Shares of Common Stock (the “Option Shares”) as may be necessary to cover over-allotments made in connection with the offering. The Firm Shares and Option Shares are collectively referred to as the “Shares.”

MARINA BIOTECH, INC. 6,375,000 Units Each Unit Consisting of One Share of Common Stock and
Underwriting Agreement • February 10th, 2011 • Marina Biotech, Inc. • Pharmaceutical preparations • California

Marina Biotech, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC (the “Underwriter”) an aggregate of (i) 6,375,000 authorized but unissued shares (the “Shares”) of Common Stock, par value $0.006 per share (the “Common Stock”), of the Company and (ii) warrants (the “Warrants”) to purchase up to 1,113,075 shares of Common Stock (the “Warrant Shares”). The Shares and the Warrants shall be sold together as units (the “Units”), each Unit consisting of one Share and 0.1746 of a Warrant to purchase one share of Common Stock. The Units will not be issued or certificated and the Shares and the Warrants shall be immediately separable and transferable upon issuance. The Units, the Shares, the Warrants and the Warrant Shares are collectively referred to as the “Securities.” The Warrants will be issued pursuant to the terms of a Warrant Agreement (the “Warrant Agreement”) to be entered into by

1,600,000 Shares Zoo Entertainment, Inc. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • July 7th, 2010 • Zoo Entertainment, Inc • Services-prepackaged software • California

Subject to the terms and conditions stated herein, Zoo Entertainment, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 1,600,000 authorized but unissued shares (the “Firm Shares”) of Common Stock, par value $0.001 per share, of the Company (the “Common Stock”). The Company has granted the Underwriters the option to purchase an aggregate of up to 240,000 additional shares of Common Stock (the “Additional Shares”) as may be necessary to cover over-allotments made in connection with the offering. The Firm Shares and Additional Shares are collectively referred to as the “Shares.” Roth Capital Partners, LLC (the “Representative”) shall act as the representative of the several Underwriters.

Shares Zoo Entertainment, Inc. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • July 1st, 2010 • Zoo Entertainment, Inc • Services-prepackaged software • California

Subject to the terms and conditions stated herein, Zoo Entertainment, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [__________] authorized but unissued shares (the “Firm Shares”) of Common Stock, par value $0.001 per share, of the Company (the “Common Stock”). The Company has granted the Underwriters the option to purchase an aggregate of up to [___________] additional shares of Common Stock (the “Additional Shares”) as may be necessary to cover over-allotments made in connection with the offering. The Firm Shares and Additional Shares are collectively referred to as the “Shares.” Roth Capital Partners, LLC (the “Representative”) shall act as the representative of the several Underwriters.

3,175,000 Shares DG FASTCHANNEL, INC. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • April 8th, 2010 • DG FastChannel, Inc • Services-business services, nec • California

DG FastChannel, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC (“Roth”) for Roth and on behalf of BMO Capital Markets Corp. (“BMO” and together with Roth, the “Underwriters”) an aggregate of 3,175,000 authorized but unissued shares (the “Underwritten Shares”) of Common Stock, par value $0.001 per share (the “Common Stock”), of the Company and to grant the Underwriters the option to purchase an aggregate of up to 476,250 additional shares (the “Additional Shares”) as may be necessary to cover over-allotments made in connection with the offering of the Underwritten Shares. The Underwritten Shares and Additional Shares are collectively referred to as the “Shares.” Roth will act as representative for BMO in connection with the transactions contemplated hereby, and any action hereunder taken by Roth will be binding upon BMO.

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!