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SUPERIOR DRILLING PRODUCTS, INC. FILES (8-K) Disclosing Entry into a Material Definitive Agreement, Financial Statements and Exhibits

May 28, 2014

Item 1.01 Entry into a Material Definitive Agreement.

Underwriting Agreement

On May 23, 2014, Superior Drilling Products, Inc., a Utah Corporation (the "Company") entered into an Underwriting Agreement (the "Underwriting Agreement") with Roth Capital Partners, LLC, as representative of the several underwriters named therein (the "Underwriters"), relating to the offer and sale of the Company's common stock, par value $.001 per share (the "Common Stock"). The Underwriting Agreement provides for the offer and sale (the "Offering") by the Company, and purchase by the Underwriters, of 6,750,000 shares of Common Stock at a price of $4.00 per share. Pursuant to the Underwriting Agreement, the Company also granted the Underwriters a 45-day option (the "Underwriters' Option") to purchase up to an additional 1,012,500 shares of Common Stock (the "Option Shares") at the same price per share, to cover over-allotments, if any. The material terms of the Offering are described in the prospectus, dated May 23, 2013 (the "Prospectus"), filed by the Company with the Securities and Exchange Commission (the "Commission") on May 27, 2014, pursuant to Rule 424(b) under the Securities Act of 1933, as amended (the "Securities Act").

Please See the "Underwriting Agreement" section of the Prospectus for a description of the Underwriting Agreement's material terms.

The foregoing descriptions qualified in its entirety by reference to the full text of the Underwriting Agreement, which is attached as Exhibit 1.1 to this Current Report on Form 8-K and incorporated in this Item 1.01 by reference.

Item 99.1 Press Release.

A copy of a press release announcing the offering that was issued by the Company on May, 23, 2014 is attached as Exhibit 99.1 to this report and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits Exhibit Number Description of the Exhibit 1.1 Underwriting Agreement, dated as of May 23, 2014, by and among Superior Drilling Products Inc., and Roth Capital Partners, LLC, as representative of the several underwriters named therein. 99.1 Press release, dated May 23, 2014.

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Source: Edgar Glimpses

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