LUDA TECHNOLOGY GROUP LIMITED FORM OF UNDERWRITING AGREEMENTUnderwriting Agreement • September 20th, 2024 • Luda Technology Group LTD • Steel pipe & tubes • New York
The undersigned, Luda Technology Group Limited ( “Company”), hereby confirms its agreement (this “Agreement” or the “Underwriting Agreement”) with Revere Securities LLC and Pacific Century Securities, LLC (the “Representative” of several underwriters as disclosed in Schedule A attached hereto and the term Representatives as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of [●] ordinary shares, par value HK$[0.25] (equivalent to US$0.03) per share, of the Company (the “Firm Shares”). The Company also agrees to issue and sell to the Underwriters not more than an additional [●] shares of its ordinary shares, par value HK$[0.25] (equivalent to US$0.03) per share (the “Option Shares”), if and to the extent that the Representatives shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of Option Shares granted to the Underwriters
Underwriter’s WarrantLuda Technology Group LTD • September 20th, 2024 • Steel pipe & tubes • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES BY HIS, HER OR ITS ACCEPTANCE HEREOF, THAT SUCH HOLDER WILL NOT FOR A PERIOD OF ONE HUNDRED EIGHTY (180) DAYS BEGINNING ON THE DATE OF COMMENCEMENT OF SALES OF THE OFFERING: (A) SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT OR THE SECURITIES ISSUABLE HEREUNDER TO ANYONE OTHER THAN OFFICERS OR PARTNERS OF Revere Securities LLC and Pacific Century Securities, LLC, EACH OF WHOM SHALL HAVE AGREED TO THE RESTRICTIONS CONTAINED HEREIN, IN ACCORDANCE WITH FINRA CONDUCT RULE 5110(E), OR (B) CAUSE THIS PURCHASE WARRANT OR THE SECURITIES ISSUABLE HEREUNDER TO BE THE SUBJECT OF ANY HEDGING, SHORT SALE, DERIVATIVE, PUT OR CALL TRANSACTION THAT WOULD RESULT IN THE EFFECTIVE ECONOMIC DISPOSITION OF THIS PURCHASE WARRANT OR THE SECURITIES HEREUNDER, EXCEPT AS PROVIDED FOR IN FINRA RULE 5110(E)(2).
