1,700,000 SHARES OF COMMON STOCK SUPERCONDUCTOR TECHNOLOGIES INC. UNDERWRITING AGREEMENTUnderwriting Agreement • May 23rd, 2019 • Superconductor Technologies Inc • Radio & tv broadcasting & communications equipment • New York
The undersigned, Superconductor Technologies Inc., a company incorporated under the laws of Delaware (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Superconductor Technologies Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which H.C. Wainwright & Co., LLC is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
UNDERWRITER COMMON STOCK PURCHASE WARRANT SUPERCONDUCTOR TECHNOLOGIES INC.Underwriter Common Stock Purchase Warrant • May 23rd, 2019 • Superconductor Technologies Inc • Radio & tv broadcasting & communications equipment • New York
THIS UNDERWRITER COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on May 20, 2024 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Superconductor Technologies Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is issued pursuant to Section 2.3(ii) of that certain Underwriting Agreement, by and between the Company and H.C. Wainwright & Co., LLC, dated as of May 20, 2019.
