UNDERWRITING AGREEMENTUnderwriting Agreement • April 4th, 2023 • SHENGFENG DEVELOPMENT LTD • Trucking & courier services (no air) • New York
The undersigned, Shengfeng Development Limited, a Cayman Islands exempted company (collectively with its subsidiaries, including, without limitation, all entities disclosed or described in the Registration Statement (as defined herein) as being subsidiaries of Shengfeng Development Limited, 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 Univest Securities, 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.
CLASS A ORDINARY SHARES PURCHASE WARRANT For the Purchase of 144,000 Class A Ordinary Shares of SHENGFENG DEVELOPMENT LIMITEDPurchase Warrant Agreement • April 4th, 2023 • SHENGFENG DEVELOPMENT LTD • Trucking & courier services (no air) • New York
This REPRESENTATIVE’S PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Univest Securities, LLC 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 referred to above as the Initial Exercise Date (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on March 30, 20241 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Shengfeng Development Limited, a Cayman Islands exempted company (the “Company”), up to 144,000 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Class A ordinary shares of the Company (the “Ordinary Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
