UNDERWRITING AGREEMENTUnderwriting Agreement • June 8th, 2012 • Cpi Aerostructures Inc • Aircraft parts & auxiliary equipment, nec • New York
CPI Aerostructures, Inc., a New York corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell (the “Offering”) to the several underwriters (the “Underwriters”) named in Schedule I hereto, for whom Roth Capital Partners, LLC is acting as representative (the “Representative”), an aggregate of 1,000,000 authorized but unissued shares (the “Underwritten Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”), and the stockholders of the Company listed on Schedule II hereto (the “Selling Stockholders” and each, a “Selling Stockholder”), propose, severally but not jointly, to sell to the Underwriters an aggregate of 305,000 shares of Common Stock (the “Secondary Shares”) in the amounts set forth opposite their names on Schedule II. The Company has granted the Underwriters the option to purchase an aggregate of up to 195,750 additional authorized but unissued shares of Common Stock (the “Additional Shares”) as
