CELSIUS HOLDINGS, INC. 6,518,267 Shares Common Stock ($0.001 par value per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • June 14th, 2021 • Celsius Holdings, Inc. • Bottled & canned soft drinks & carbonated waters • New York
Celsius Holdings, Inc., a Nevada corporation (the “Company”), proposes to issue and sell, and each person or entity (each, a “Selling Stockholder” and collectively, the “Selling Stockholders”) identified as a Selling Stockholder in Schedule C annexed hereto, proposes to sell, to the underwriters (the “Underwriters”), for whom each of UBS Securities LLC and Jefferies LLC are acting as representatives (each, a “Representative” and collectively, the “Representatives”), an aggregate of 6,518,267 shares (the “Firm Shares”) of common stock, $0.001 par value per share (the “Common Stock”), of the Company, of which 1,000,000 Firm Shares are to be issued and sold by the Company and an aggregate of 5,518,267 Firm Shares are to be sold by the Selling Stockholders, pursuant to this underwriting agreement (this “Agreement”). The number of Firm Shares to be sold by the Selling Stockholders is the number of Firm Shares set forth opposite the names of the Selling Stockholders in Schedule C annexed her
