EX-1.1
from 8-K
39 pages
137535145 4817-7856-9701\8 Execuction Version Underwriting Agreement 8,000,000 Shares Better Choice Company Inc. Common Stock Underwriting Agreement June 29, 2021 D.A. Davidson & Co. as Representative of the Several Underwriters Named in Schedule I Hereto 611 Anton Blvd., Suite 600 Costa Mesa, Ca 92626 Ladies and Gentlemen: Better Choice Company Inc., a Delaware Corporation (The “Company”), Proposes to Issue and Sell to the Several Underwriters Named in Schedule I Hereto (The “Underwriters”) for Whom D.A. Davidson & Co. Is Acting as Representative (The “Representative”) an Aggregate of 8,000,000 Shares (The “Firm Shares”) of the Common Stock, Par Value $0.001 Per Share, of the Company (“Common Stock”). the Company Also Proposes to Sell to the Several Underwriters, for the Sole Purpose of Covering Over-Allotments in Connection With the Sale of the Firm Shares, at the Option of the Underwriters, Up to an Additional 1,200,000 Shares of Common Stock (The “Option Shares”). the Firm Shares and the Option Shares Are Hereinafter Referred to Collectively as the “Shares”. the Company Confirms as Follows Its Agreements With the Representative and the Several Other Underwriters. 1. (A) the Company Represents and Warrants To, and Agrees With, Each of the Underwriters That, as of the Date Hereof and as of the Closing Date (As Defined Herein) and Each Option Closing Date (As Defined Herein), if Any: (I) a Registration Statement on Form S-1 (File No. 333-256405) in Respect of the Shares and One or More Pre-Effective Amendments Thereto (Together, the “Initial Registration Statement”) Have Been Filed With the Securities and Exchange Commission (The
12/34/56
