DEALER-MANAGER AGREEMENTDealer-Manager Agreement • December 2nd, 2024 • FlexShopper, Inc. • Services-equipment rental & leasing, nec • New York
The following will confirm our agreement relating to the proposed offering (the “Offering”) to be undertaken by FlexShopper Inc., a Delaware corporation (the “Company”), pursuant to which the Company will distribute to holders of record of its (i) common stock, par value $0.0001 per share (“Common Stock”), (ii) series 1 convertible preferred stock, par value $0.001 per share (“Series 1 Preferred”), and (iii) series 2 convertible preferred stock, par value $0.001 per share (“Series 2 Preferred”), non-transferable subscription rights (the “Subscription Rights”) as set forth in the Company’s registration statement on Form S-1 (File No. 333-282857) initially filed with the U.S. Securities and Exchange Commission (the “Commission”) on October 28, 2024, to subscribe for and purchase up to 35.0 million units (the “Units”), at a fixed subscription price (the “Unit Subscription Price”). Each Unit will consist of one share of Common Stock, one series A common stock purchase right (“Series A Righ
