BMO Capital Markets Corp. (formerly known as Xxxxxx Xxxxxxx Corp.), a Delaware corporation (“BMO”), as the Agent (together with its successors and assigns in such capacity, the “Agent”); and
BMO Capital Markets Corp. Bxxx Xxxxxxx (Bxxx.Xxxxxxx@xxx.xxx) Jxxxxx Xxxx (Jxxxxx.Xxxx@xxx.xxx) Exx Xxxxxxx (Exx.Xxxxxxx@xxx.xxx)
BMO Capital Markets Corp. Xxxxxx Xxx, xxxxxxxxxxxxxxx.xxx@xxx.xxx, (000) 000-0000 Xxxx Xxxxxxx, xxxx.xxxxxxx@xxx.xxx, (000) 000-0000 Xxxxxxx Xxxxx, xxxxxxx.xxxxx@xxx.xxx, (000) 000-0000 Xxxxxxxxx Xxxxxx, xxxxxxxxx.xxxxxx@xxxx.xxx XXXXXXX@xxx.xxx, Attn: Xxxxxxxx Xxxxx & Xxxx Xxxxxxx Xxxxxxx Xxxxxx, xxxxxxx.x.xxxxxx@xxxx.xxx Xxxxx Xxxxx, xxxxx.xxxxx@xxxxxx-xxxxxx.xxx, (000) 000-0000 Xxxxxxx Xxxxxxxx, Xxxxxxx.xxxxxxxx@xxxxxx-xxxxxx.xxx, (000) 000-0000 Xxxxxx Xxxxxx, xxxxxx.xxxxxx@xxxxxx-xxxxxx.xxx, (000) 000-0000 Xxx Xxxxx, xxx.xxxxx@xxxxxx-xxxxxx.xxx, (000) 000-0000 Xxxx Xxxxxx, xxxx.xxxxxx@xx.xxx Charlie Leisure, Xxxxxxx.Xxxxxxx@xxxxxxxxxxxxx.xxx Xxxxxx XxxXxxxx, Xxxxxx.XxxXxxxx@xxxxxxxxxxxxx.xxx Xxxxxxx Xxxxxx, Xxxxxxxxx.Xxxxxx@xxxxxxxxxxxxx.xxx Xxxxx Xxxxxxx, Xxxxx.Xxxxxxx@xxxxxxxxxxxxx.xxx Xxxx Xxxxxxx, xxxx.xxxxxxx@xxxxxx.xxx, (000) 000-0000 Xxxxx Xxxxxxxxx, xxxxx.xxxxxxxxx@xxxxxx.xxx, (000) 000-0000 Xxxxx Xxxxxx, xxxxx.xxxxxx@xxxxxx.xxx, (000) 000-0000 Xxxxx Xxxxxxxx Xxxx Xxxxxxx Xxxx Xxxx The Managers shall be paid compensation equal to 2.0% of the gross proceeds from the sales of Securities pursuant to the terms of this Agreement. Xxxx Xxxx Xxxx Xxxxxxx Xxxx Xxxx Cree Huizhou Solid State Lighting Company Limited People’s Republic of China The undersigned, the duly qualified and elected [●], of Cree, Inc. (“Company”), a North Carolina corporation, does hereby certify in such capacity and on behalf of the Company, pursuant to Section 7(o) of the Equity Distribution Agreement dated February 11, 2021 (the “Agreement”) between the Company and Xxxxx Fargo Securities, LLC, BMO Capital Markets Corp., BofA Securities Inc., Canaccord Genuity LLC, Citigroup Global Markets Inc., Credit Suisse Securities (USA) LLC, Xxxxxxx Xxxxx & Co. LLC, Xxxxxx Xxxxxxx & Co. LLC and Truist Securities, Inc. (each a “Manager” and, collectively, the “Managers”), that to the knowledge of the undersigned:
BMO Capital Markets Corp. 1 This marked version is marked against the Credit Agreement, dated as of April 1, 2021 and as amended by the First Amendment, dated as of April 24, 2022, the Second Amendment dated as of August 10, 2023 and the Third Amendment, dated as of September 26, 2023, and shows changes made pursuant to the Fourth Amendment, dated as of January 22, 2024 and shows changes made pursuant to the Fifth Amendment, dated as of May 10, 2024. and XXXXX FARGOHSBC SECURITIES, LLC, (USA) INC., as Joint Lead Arrangers and Joint Bookrunners with respect to the Term A-1 Facility and the Revolving Credit Facility, as Documentation Agents with respect to the Term A Facility and the Revolving Credit Facility and XXXXXXX BANK, NATIONAL ASSOCIATION, 1.01 Defined Terms 1 1.02 Other Interpretive Provisions 6061
BMO Capital Markets Corp. 900,000 900,000
BMO Capital Markets Corp. Acting individually and as Representatives of the several Underwriters named in the attached Schedule A. By: Name: Title: By: Name: Title: Jxxxxxxxx LLC [●] BMO Capital Markets Corp. [●] JMP Securities LLC [●] Rxxxxxx Jxxxx & Associates, Inc. [●] Total [●] Price to Public: $[ ● ] per Ordinary Share Number of Firm Shares: [ ● ] Number of Optional Shares: [ ● ] ________, 2018 JXXXXXXXX LLC BMO CAPITAL MARKETS CORP. As Representatives of the several Underwriters c/o JEFFERIES LLC 500 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 c/o BMO CAPITAL MARKETS CORP. 3 Xxxxx Xxxxxx, 00xx Xxxxx Xxx Xxxx, XX 00000 RE: Sol-Gel Technologies Ltd. (the “Company”) Ladies & Gentlemen: The undersigned is an executive officer or director of the Company or an owner of ordinary shares, par value NIS 0.1 per share, of the Company (collectively, the “Shares”), or of securities convertible into or exchangeable or exercisable for Shares. The Company proposes to conduct a public offering of ordinary shares of the Company (the “Offering”), for which Jxxxxxxxx LLC (“Jefferies”) and BMO Capital Markets Corp. (“BMO”) will act as the representatives of the underwriters. The undersigned recognizes that the Offering will benefit each of the Company and the undersigned. The undersigned acknowledges that the underwriters are relying on the representations and agreements of the undersigned contained in this letter agreement in conducting the Offering and, at a subsequent date, in entering into an underwriting agreement (the “Underwriting Agreement”) and other underwriting arrangements with the Company with respect to the Offering. Annex A sets forth definitions for capitalized terms used in this letter agreement that are not defined in the body of this agreement. Those definitions are a part of this agreement. In consideration of the foregoing, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the undersigned hereby agrees that, during the Lock-up Period, the undersigned will not (and will cause any Family Member not to), without the prior written consent of Jefferies and BMO, which may withhold their consent in their sole discretion: · Sell or Offer to Sell any Shares or Related Securities currently or hereafter owned either of record or beneficially (as defined in Rule 13d-3 under the Exchange Act) by the undersigned or such Family Member, · enter into any Swap, · make any demand for, or exercise any right with respect to, the registration ...
BMO Capital Markets Corp. Acting individually and as Representatives of the several Underwriters named in the attached Schedule X. XXXXXXXXX LLC By:/s/ Xxx Xxx-Xxxxx Name: Xxx Xxx-Xxxxx Title: Managing Director BMO CAPITAL MARKETS CORP. By:/s/ Xxxxx Xxxxx Name: Xxxxx Xxxxx Title: Managing Director Xxxxxxxxx LLC 1,072,102 1,072,102 BMO Capital Markets Corp. 601,424 601,424 Xxxxxxx Xxxxx & Associates, Inc. 313,786 313,786 X.X. Xxxxxxxxxx & Co., LLC 104,595 104,595 Total 2,091,907 2,091,907 [None.] _____________________, 2020 XXXXXXXXX LLC BMO CAPITAL MARKETS CORP. As Representatives of the several Underwriters c/o JEFFERIES LLC 000 Xxxxxxx Xxxxxx Xxx Xxxx, Xxx Xxxx 00000 c/o BMO CAPITAL MARKETS CORP.
BMO Capital Markets Corp. BMO Capital Markets Corp. Attention: Conduit Management Team 000 Xxxxx XxXxxxx Xxxxxx 00xx Xxxxx, Xxxxxxx, Xxxxxxxx 00000 Phone: (000) 000-0000 Facsimile: (000) 000-0000 Email: xxxxxxxxxxx@xxx.xxx
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