•] Shares GLOBALFOUNDRIES Inc. ORDINARY SHARES, PAR VALUE $0.02 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • October 26th, 2021 • GLOBALFOUNDRIES Inc. • Semiconductors & related devices • New York
18,719,211 Shares GLOBALFOUNDRIES Inc. ORDINARY SHARES, PAR VALUE $0.02 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • May 28th, 2024 • GLOBALFOUNDRIES Inc. • Semiconductors & related devices • New York
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • October 4th, 2021 • GLOBALFOUNDRIES Inc. • Semiconductors & related devices • Delaware
This INDEMNIFICATION AGREEMENT (“Agreement”), dated as of [DATE], is by and between GLOBALFOUNDRIES Inc., an exempted company incorporated in the Cayman Islands with limited liability (the “Company”) and [NAME OF INDEMNITEE] (the “Indemnitee”).
REGISTRATION RIGHTS AGREEMENT BY AND AMONG MUBADALA TECHNOLOGY INVESTMENT COMPANY, MTI INTERNATIONAL INVESTMENT COMPANY LLC, AND GLOBALFOUNDRIES INC. Dated as of November 1, 2021Registration Rights Agreement • March 31st, 2022 • GLOBALFOUNDRIES Inc. • Semiconductors & related devices • New York
This Registration Rights Agreement (the “Agreement”) is made, entered into and effective as of November 1, 2021, by and among GLOBALFOUNDRIES Inc. (the “Company”), Mubadala Technology Investment Company (“MTIC”) and MTI International Investment Company LLC (together with MTIC, and their respective successors and Permitted Assignees (as defined below), the “Holders”).
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • April 29th, 2024 • GLOBALFOUNDRIES Inc. • Semiconductors & related devices • Delaware
This INDEMNIFICATION AGREEMENT (“Agreement”), dated as of [DATE], is by and between GLOBALFOUNDRIES Inc., an exempted company incorporated in the Cayman Islands with limited liability (the “Company”) NAME OF INDEMNITEE] (the “Indemnitee”).
ContractMaterials Supply Agreement • October 4th, 2021 • GLOBALFOUNDRIES Inc. • Semiconductors & related devices • New York
[***] = CERTAIN CONFIDENTIAL INFORMATION CONTAINED IN THIS DOCUMENT, MARKED BY BRACKETS, HAS BEEN OMITTED BECAUSE IT IS BOTH (I) NOT MATERIAL AND (II) IS THE TYPE OF INFORMATION THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL.
SHAREHOLDER’S AGREEMENT by and among GLOBALFOUNDRIES Inc., Mubadala Technology Investment Company and MTI International Investment Company LLC Dated [•], 2021Shareholder Agreement • October 4th, 2021 • GLOBALFOUNDRIES Inc. • Semiconductors & related devices
This Shareholder’s Agreement is entered into on [•], 2021 by and among GLOBALFOUNDRIES Inc. (the “Company”), Mubadala Technology Investment Company (“MTIC”) and MTI International Investment Company LLC (together with MTIC, the “Holders”).
Dated October 13, 2021 GLOBALFOUNDRIES INC. as the Company THE COMPANIES LISTED IN SCHEDULE 1 together with the Company, as Obligors THE FINANCIAL INSTITUTIONS LISTED IN SCHEDULE 2 as New Lenders THE FINANCIAL INSTITUTIONS LISTED IN SCHEDULE 2 as...Amendment Agreement • October 19th, 2021 • GLOBALFOUNDRIES Inc. • Semiconductors & related devices
WE OPERATE IN THE UK AND ITALY AS SHEARMAN & STERLING (LONDON) LLP, A LIMITED LIABILITY PARTNERSHIP ORGANISED IN THE UNITED STATES UNDER THE LAWS OF THE STATE OF DELAWARE, WHICH LAWS LIMIT THE PERSONAL LIABILITY OF PARTNERS. SHEARMAN & STERLING (LONDON) LLP IS AUTHORISED AND REGULATED BY THE SOLICITORS REGULATION AUTHORITY (FIRM SRA NUMBER 211340). A LIST OF ALL PARTNERS’ NAMES, WHICH INCLUDES SOLICITORS AND REGISTERED FOREIGN LAWYERS, IS OPEN FOR INSPECTION AT THE ABOVE ADDRESS. EACH PARTNER OF SHEARMAN & STERLING (LONDON) LLP IS ALSO A PARTNER OF SHEARMAN & STERLING LLP WHICH HAS OFFICES IN THE OTHER CITIES NOTED ABOVE.
GLOBALFOUNDRIES INC. SHARE OPTION AGREEMENTShare Option Agreement • October 4th, 2021 • GLOBALFOUNDRIES Inc. • Semiconductors & related devices
THIS 2021 AMENDMENT to Share Option Agreements, including the Terms and Conditions of Share Options (“Option Agreements”), issued under the GLOBALFOUNDRIES Inc. 2018 Share Incentive Plan (the “Plan”) is entered into by GLOBALFOUNDRIES Inc. (the “Company”) as of September 2, 2021.
Addendum for 300mm RFSOI, PDSOI & Silicon Photonics Products to Materials Supply Agreement, dated April 25, 2017Materials Supply Agreement • October 4th, 2021 • GLOBALFOUNDRIES Inc. • Semiconductors & related devices
This Addendum for 300mm RFSOI, PDSOI & Silicon Photonics Products to GLOBALFOUNDRIES’ contract number 00037735.0 (the “2021 Addendum”) to the Materials Supply Agreement, dated April 25, 2017, GLOBALFOUNDRIES contract number 00037735.0, and as amended (the “Agreement”) is effective as of October 29, 2020 (the “Commencement Date”) by and between GLOBALFOUNDRIES U.S. Inc., a corporation organized under the laws of the State of Delaware, with its principal place of business at 2600 Great America Way, Santa Clara, California 95054, USA (“GF”) and SOITEC S.A., a Societe Anonyme organized under the laws of France with its principal office at Parc Technologique des Fontaines, Bernin 38926 Crolles Cedex (the “Supplier”). Both GF and Supplier are referenced herein as a Party or the Parties, as the case may be.
Addendum for 300mm RFSOI, PDSOI & Silicon Photonics Products to Materials Supply Agreement, dated April 25, 2017Addendum for 300mm Rfsoi, Pdsoi & Silicon Photonics Products • September 13th, 2021 • GLOBALFOUNDRIES Inc. • Semiconductors & related devices
This Addendum for 300mm RFSOI, PDSOI & Silicon Photonics Products to GLOBALFOUNDRIES’ contract number 00037735.0 (the “2021 Addendum”) to the Materials Supply Agreement, dated April 25, 2017, GLOBALFOUNDRIES contract number 00037735.0, and as amended (the “Agreement”) is effective as of October 29, 2020 (the “Commencement Date”) by and between GLOBALFOUNDRIES U.S. Inc., a corporation organized under the laws of the State of Delaware, with its principal place of business at 2600 Great America Way, Santa Clara, California 95054, USA (“GF”) and SOITEC S.A., a Societe Anonyme organized under the laws of France with its principal office at Parc Technologique des Fontaines, Bernin 38926 Crolles Cedex (the “Supplier”). Both GF and Supplier are referenced herein as a Party or the Parties, as the case may be.
Dated September 3, 2021 GLOBALFOUNDRIES SINGAPORE PTE. LTD. as Company GLOBALFOUNDRIES INC. as Guarantor - and - ECONOMIC DEVELOPMENT BOARD as the Board TERM LOAN FACILITY AGREEMENTTerm Loan Facility Agreement • October 4th, 2021 • GLOBALFOUNDRIES Inc. • Semiconductors & related devices
Addendum for 300mm RFSOI, PDSOI, Silicon Photonics, and FD Products to Materials Supply Agreement, dated April 25, 2017Materials Supply Agreement • April 29th, 2024 • GLOBALFOUNDRIES Inc. • Semiconductors & related devices
This Addendum for 300mm RFSOI, PDSOI, Silicon Photonics and FD Products to GLOBALFOUNDRIES’ contract number 00037735.0 (the “2023-2024 Mixed Product Addendum”) to the Materials Supply Agreement, dated April 25, 2017, GLOBALFOUNDRIES contract number 00037735.0, and as amended (the “Agreement”) is effective as of the date of last signature (the “Commencement Date”) by and between GLOBALFOUNDRIES U.S. Inc., a corporation organized under the laws of the State of Delaware, with its principal place of business at 400 Stonebreak Road Extension, Malta, NY 12020, USA (“GF”) and SOITEC S.A., a Societe Anonyme organized under the laws of France with its principal office at Parc Technologique des Fontaines, Bernin 38926 Crolles Cedex (the “Supplier”). Both GF and Supplier are referenced herein as a Party or the Parties, as the case may be.
GLOBALFOUNDRIES INC. SHARE PURCHASE AGREEMENT October 18, 2021Share Purchase Agreement • October 19th, 2021 • GLOBALFOUNDRIES Inc. • Semiconductors & related devices • New York
THIS SHARE PURCHASE AGREEMENT (this “Agreement”) is made as of October 18, 2021, by and between GLOBALFOUNDRIES Inc., a Cayman Islands exempted company (the “Company”), Silver Lake Partners VI Cayman, L.P., a Cayman Islands limited partnership (“SL Cayman”) and Silver Lake Technology Investors VI Cayman (AIV II), L.P., a Cayman Islands limited partnership (“SLTI Cayman” and together with SL Cayman, the “Investors”).
SHAREHOLDER’S AGREEMENT by and among GLOBALFOUNDRIES Inc., Mubadala Technology Investment Company and MTI International Investment Company LLC Dated November 1, 2021 __________________________________Shareholder Agreement • March 31st, 2022 • GLOBALFOUNDRIES Inc. • Semiconductors & related devices
Dated 11 NOVEMBER 2020 GLOBALFOUNDRIES INC. as the Company THE COMPANIES LISTED IN SCHEDULE 1 together with the Company, as Obligors THE FINANCIAL INSTITUTIONS LISTED IN SCHEDULE 2 as New Lenders - and - CITIBANK EUROPE PLC, UK BRANCH as Agent...Amendment Agreement • March 31st, 2022 • GLOBALFOUNDRIES Inc. • Semiconductors & related devices
WE OPERATE IN THE UK AND ITALY AS SHEARMAN & STERLING (LONDON) LLP, A LIMITED LIABILITY PARTNERSHIP ORGANISED IN THE UNITED STATES UNDER THE LAWS OF THE STATE OF DELAWARE, WHICH LAWS LIMIT THE PERSONAL LIABILITY OF PARTNERS. SHEARMAN & STERLING (LONDON) LLP IS AUTHORISED AND REGULATED BY THE SOLICITORS REGULATION AUTHORITY (FIRM SRA NUMBER 211340). A LIST OF ALL PARTNERS’ NAMES, WHICH INCLUDES SOLICITORS AND REGISTERED FOREIGN LAWYERS, IS OPEN FOR INSPECTION AT THE ABOVE ADDRESS. EACH PARTNER OF SHEARMAN & STERLING (LONDON) LLP IS ALSO A PARTNER OF SHEARMAN & STERLING LLP WHICH HAS OFFICES IN THE OTHER CITIES NOTED ABOVE.
Dated 11 NOVEMBER 2020 GLOBALFOUNDRIES INC. as the Company THE COMPANIES LISTED IN SCHEDULE 1 together with the Company, as Obligors THE FINANCIAL INSTITUTIONS LISTED IN SCHEDULE 2 as New Lenders - and - CITIBANK EUROPE PLC, UK BRANCH as Agent...Amendment Agreement • October 19th, 2021 • GLOBALFOUNDRIES Inc. • Semiconductors & related devices
WE OPERATE IN THE UK AND ITALY AS SHEARMAN & STERLING (LONDON) LLP, A LIMITED LIABILITY PARTNERSHIP ORGANISED IN THE UNITED STATES UNDER THE LAWS OF THE STATE OF DELAWARE, WHICH LAWS LIMIT THE PERSONAL LIABILITY OF PARTNERS. SHEARMAN & STERLING (LONDON) LLP IS AUTHORISED AND REGULATED BY THE SOLICITORS REGULATION AUTHORITY (FIRM SRA NUMBER 211340). A LIST OF ALL PARTNERS’ NAMES, WHICH INCLUDES SOLICITORS AND REGISTERED FOREIGN LAWYERS, IS OPEN FOR INSPECTION AT THE ABOVE ADDRESS. EACH PARTNER OF SHEARMAN & STERLING (LONDON) LLP IS ALSO A PARTNER OF SHEARMAN & STERLING LLP WHICH HAS OFFICES IN THE OTHER CITIES NOTED ABOVE.
