Chanticleer Holdings, Inc. 2,444,450 Units UNDERWRITING AGREEMENTUnderwriting Agreement • June 27th, 2012 • Chanticleer Holdings, Inc. • Services-management consulting services • Florida
Chanticleer Holdings, Inc, a Delaware corporation (the “Company”), proposes to sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as representatives (each of Merriman Capital, Inc. and Dawson James Securities, Inc., collectively referred to herein as the “Representative” or “you”) an aggregate of 2,444,450 units (the “Firm Units”) at a price of $4.23 per Unit, with each unit consisting of one share of the Company’s common stock, $0.0001 par value (the “Common Stock”), and one warrant (“Warrant”) to purchase one share of Common Stock. The respective amounts of Firm Units to be so purchased by each of the several Underwriters are set forth opposite their respective names in Schedule I hereto. The Company also proposes to sell, at the Underwriters’ option (“Overallotment Option”), an aggregate of up to 366,667 additional units of the Company (the “Option Units”) as set forth below. The terms of the Warrants are provided for in the form
