FORM OF WARRANT AGENCY AGREEMENTForm of Warrant Agency Agreement • January 8th, 2015 • U.S. Rare Earths, Inc • Services-advertising • New York
WARRANT AGENCY AGREEMENT (“Warrant Agreement”) made as of , 2015 (the “Issuance Date”), between U.S. Rare Earths, Inc., a Delaware corporation, with offices at 5600 Tennyson Parkway, Suite 240, Plano, Texas 75024 (the “Company”), and Manhattan Transfer Registrar Company, with offices at 57 Eastwood Road, Miller Place, New York 11764 (the “Warrant Agent”).
UNDERWRITING AGREEMENT between U.S. RARE EARTHS, INC. and AEGIS CAPITAL CORP., as RepresentativeUnderwriting Agreement • January 8th, 2015 • U.S. Rare Earths, Inc • Services-advertising • New York
This press release is not an offer or sale of the securities in the United States or in any other jurisdiction where such offer or sale is prohibited, and such securities may not be offered or sold in the United States absent registration or an exemption from registration under the Securities Act of 1933, as amended.
Form of Representative’s Warrant AgreementU.S. Rare Earths, Inc • January 8th, 2015 • Services-advertising • New York
THIS WARRANT IS NOT EXERCISABLE PRIOR TO [ ] [DATE THAT IS ONE YEAR AFTER DATE OF PROSPECTUS]. VOID AFTER 5:00 P.M., EASTERN TIME, [ ] [DATE THAT IS FIVE YEARS AFTER DATE OF PROSPECTUS].
