3,508,771 Shares Acorn Energy, Inc. Underwriting AgreementUnderwriting Agreement • October 15th, 2013 • Acorn Energy, Inc. • Services-engineering services • New York
Acorn Energy, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriter or underwriters, as the case may be, named in Schedule I hereto (each, an “Underwriter” and, collectively, the “Underwriters;” in the event that only a sole Underwriter is named on Schedule I hereto, then all references to “Underwriters” shall be deemed to mean and refer to such sole Underwriter), for whom Maxim Group LLC (“Maxim”) is acting as the representative (the “Representative”), an aggregate of 3,508,771 shares (the “Firm Shares”) of the Company’s common stock, par value $0.01 per share (the “Common Stock”), and, at the election of the Underwriters, up to 526,316 additional shares (the “Optional Shares”) of the Company’s Common Stock (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”).
ACORN ENERGY INC. WARRANTWarrant • October 15th, 2013 • Acorn Energy, Inc. • Services-engineering services
This WARRANT (this “Warrant”) of Acorn Energy Inc., a Delaware corporation (the “Company”), pursuant to that certain Underwriting Agreement, dated as of October 11, 2013, by and between the Company and Maxim Group LLC, the underwriter (the “Underwriter”) relating to a firm commitment public offering (the “Offering”) of common stock, par value $0.01 per share (the “Common Stock”), of the Company.
