Purchase and Sale of the Units. (a) Subject to the terms and conditions and in reliance upon the representations and warranties herein set forth, the Partnership agrees to sell 4,000,000 Firm Units to the several Underwriters, and each Underwriter agrees, severally and not jointly, to purchase from the Partnership, at a purchase price of $24.13 per Unit, the number of Firm Units set forth opposite that Underwriter’s name in Schedule 1 hereto. (b) Subject to the terms and conditions and in reliance upon the representations and warranties herein set forth, the Partnership grants to the Underwriters an option to purchase, severally and not jointly, up to 600,000 Option Units at the same purchase price per unit as the Underwriters shall pay for the Firm Units. Said option may be exercised only to cover over-allotments in the sale of the Firm Units by the Underwriters. Said option may be exercised in whole or in part at any time and from time to time on or before the 30th day after the date of the Prospectus upon written notice by the Representatives to the Partnership setting forth the number of Option Units as to which the several Underwriters are exercising the option. The number of Option Units to be purchased by each Underwriter shall be the same percentage of the total number of Option Units to be purchased by the several Underwriters as the number of the Firm Units set forth opposite the name of such Underwriter on Schedule 1 hereto bears to the aggregate number of the Firm Units, subject to such adjustments as the Representatives, in their absolute discretion, shall make to eliminate any fractional units.
Appears in 1 contract
Samples: Underwriting Agreement (Natural Resource Partners Lp)
Purchase and Sale of the Units. (a) Subject to the terms and conditions and in reliance upon the representations and warranties herein set forth, the Partnership agrees to sell 4,000,000 2,598,750 Firm Units Units, and the Selling Unitholder agrees to sell 1,901,250 Firm Units, to the several Underwriters, and each Underwriter agrees, severally and not jointly, to purchase from the PartnershipPartnership and the Selling Unitholder, at a purchase price of $24.13 _____ per Unit, the number of Firm Units set forth opposite that Underwriter’s 's name in Schedule 1 hereto.
(b) . Subject to the terms and conditions and in reliance upon the representations and warranties herein set forth, the Partnership and the Selling Unitholder grants to the Underwriters an option to purchase, severally and not jointly, up to 600,000 675,000 Option Units at the same purchase price per unit as the Underwriters shall pay for the Firm Units. Subject to the third paragraph of this Section 2, the Option Units shall be purchased 57.75% from the Partnership and 42.25% from the Selling Unitholder. Said option may be exercised only to cover over-allotments in the sale of the Firm Units by the Underwriters. Said option may be exercised in whole or in part at any time and from time to time on or before the 30th day after the date of the Prospectus upon written or telegraphic notice by the Representatives Salomon Smith Barney Inc. to the Partnership setting forth and the Selling Unitholdex xxxxxxx xxxtx xxx number of Option Units as to which the several Underwriters are exercising the option. The number of Option Units to be purchased by each Underwriter shall be the same percentage of the total number of Option Units to be purchased by the several Underwriters as the number of the Firm Units set forth opposite the name of such Underwriter on Schedule 1 I hereto bears to the aggregate number of the Firm Units, subject to such adjustments as the Representatives, Salomon Smith Barney Inc. in their its absolute discretion, discretion shall make to eliminate any fractional unitselixxxxxx xxx xxactional shares. To the extent the Underwriters do not exercise the option described in this Section 2 in full within the time period set forth in Section 3, Great Northern shall purchase 9.83% of (675,000 Common Units less the number of Option Units purchased by the Underwriters) from the Partnership at a price of $_____ per Unit and in the manner provided in Section 3 below. In addition, to the extent that the Underwriters exercise the option described in this Section 2 for less than 572,663 Option Units, then New Gauley shall purchase 1.84% of (572,663 Common Units less the number of Option Units purchased by the Underwriters) from the Partnership at a price of $____ per Unit and in the manner provided in Section 3 below.
Appears in 1 contract
Samples: Underwriting Agreement (Natural Resource Partners Lp)
Purchase and Sale of the Units. (a) Subject to the terms and conditions and in reliance upon the representations and warranties herein set forth, the Partnership Selling Unitholder agrees to sell 4,000,000 4,200,000 Firm Units to the several Underwriters, and each Underwriter agrees, severally and not jointly, to purchase from the PartnershipSelling Unitholder, at a purchase price of $24.13 57.95 per Unit, the number of Firm Units set forth opposite that Underwriter’s name in Schedule 1 hereto.
(b) Subject to the terms and conditions and in reliance upon the representations and warranties herein set forth, the Partnership Selling Unitholder grants to the Underwriters an option to purchase, severally and not jointly, up to 600,000 596,920 Option Units at the same purchase price per unit as the Underwriters shall pay for the Firm Units. Said option may be exercised only to cover over-allotments in the sale of the Firm Units by the Underwriters. Said option may be exercised in whole or in part at any time and from time to time on or before the 30th day after the date of the Final Prospectus upon written notice by the Representatives to the Partnership Selling Unitholder setting forth the number of Option Units as to which the several Underwriters are exercising the option. The number of Option Units to be purchased by each Underwriter shall be the same percentage of the total number of Option Units to be purchased by the several Underwriters as the number of the Firm Units set forth opposite the name of such Underwriter on Schedule 1 hereto bears to the aggregate number of the Firm Units, subject to such adjustments as the Representatives, in their absolute discretion, shall make to eliminate any fractional units.
Appears in 1 contract
Samples: Underwriting Agreement (Natural Resource Partners Lp)
Purchase and Sale of the Units. (a) Subject to the terms and conditions and in reliance upon the representations and warranties herein set forth, the Partnership Selling Unitholder agrees to sell 4,000,000 6,000,000 Firm Units to the several Underwriters, and each Underwriter agrees, severally and not jointly, to purchase from the PartnershipSelling Unitholder, at a purchase price of $24.13 34.67 per Unit, the number of Firm Units set forth opposite that Underwriter’s name in Schedule 1 hereto.
(b) Subject to the terms and conditions and in reliance upon the representations and warranties herein set forth, the Partnership Selling Unitholder grants to the Underwriters an option to purchase, severally and not jointly, up to 600,000 900,000 Option Units at the same purchase price per unit as the Underwriters shall pay for the Firm Units. Said option may be exercised only to cover over-allotments in the sale of the Firm Units by the Underwriters. Said option may be exercised in whole or in part at any time and from time to time on or before the 30th day after the date of the Prospectus upon written notice by the Representatives Representative to the Partnership Selling Unitholder setting forth the number of Option Units as to which the several Underwriters are exercising the option; provided that if such date falls on a day that is not a Business Day (as defined herein), said option will expire on the next succeeding Business Day. The number of Option Units to be purchased by each Underwriter shall be the same percentage of the total number of Option Units to be purchased by the several Underwriters as the number of the Firm Units set forth opposite the name of such Underwriter on Schedule 1 hereto bears to the aggregate number of the Firm Units, subject to such adjustments as the RepresentativesRepresentative, in their its absolute discretion, shall make to eliminate any fractional units.
Appears in 1 contract
Samples: Underwriting Agreement (Natural Resource Partners Lp)