UNDERWRITING AGREEMENTGLORY STAR NEW MEDIA GROUP HOLDINGS LTD • February 23rd, 2021 • Services-computer processing & data preparation • New York
The undersigned, Glory Star New Media Group Holdings Limited, a Cayman Islands exempted company (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Glory Star New Media Group Holdings 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.
ORDINARY SHARE PURCHASE WARRANT Glory Star New Media Group Holdings LimitedGLORY STAR NEW MEDIA GROUP HOLDINGS LTD • February 23rd, 2021 • Services-computer processing & data preparation • New York
THIS ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ 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 hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on February 24, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Glory Star New Media Group Holdings Limited, a Cayman Islands exempted company (the “Company”), up to ______ ordinary shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
