0001144204-09-065233 Sample Contracts

YONGYE INTERNATIONAL, INC. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • December 17th, 2009 • Yongye International, Inc. • Agricultural chemicals • New York

Yongye International, Inc., a Nevada corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to Roth Capital Partners, LLC and Oppenheimer & Co. Inc. (each, an “Underwriter,” and together the “Underwriters”) an aggregate of 8,000,000 authorized but unissued shares (the “Underwritten Shares”) of Common Stock, par value $0.001 per share (the “Common Stock”), of the Company. The Company has granted the Underwriters the option to purchase an aggregate of up to 1,200,000 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 the Additional Shares are collectively referred to as the “Shares.”

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