Common Contracts
173 similar Underwriting Agreement contracts by Blackstone Mortgage Trust, Inc., Academy Sports & Outdoors, Inc., APi Group Corp, others
Arq, Inc. 4,770,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • September 20th, 2024 • Arq, Inc. • Miscellaneous chemical products • New York
Omnicom Group Inc. Underwriting AgreementUnderwriting Agreement • August 2nd, 2024 • Omnicom Group Inc. • Services-advertising agencies • New York
Omnicom Group Inc., a New York corporation, (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the principal amount of its 5.300% Senior Notes due 2034 (the “Securities”) identified in Schedule II hereto, to be issued under an indenture dated as of the Closing Date (as defined herein) (the “Base Indenture”), between the Company and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee (the “Trustee”), as supplemented by the Fourth Supplemental Indenture to be dated as of the Closing Date, between the Company and the Trustee (the “Supplemental Indenture”). The Supplemental Indenture together with the Base Indenture are herein collectively referred to as the “Indenture.”
Coca-Cola Consolidated, Inc. Underwriting AgreementUnderwriting Agreement • May 24th, 2024 • Coca-Cola Consolidated, Inc. • Bottled & canned soft drinks & carbonated waters • New York
Coca-Cola Consolidated, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, $700,000,000 aggregate principal amount of its 5.250% Senior Notes due 2029 (the “2029 Securities”) and $500,000,000 aggregate principal amount of its 5.450% Senior Notes due 2034 (the “2034 Securities” and, together with the 2029 Securities, the “Securities”). The Securities are to be issued pursuant to an indenture, dated as of December 15, 2020 (the “Base Indenture”), between the Company and U.S. Bank Trust Company, National Association (successor to U.S. Bank National Association) (the “Prior Trustee”), as the trustee, as supplemented by the first supplemental indenture, dated as of May 21, 2024 (the “First Supplemental Indenture”) between the Company, the Prior Trustee and Truist Bank, as the successor trustee (the “Trustee”) and further suppl
APi Group Corporation 11,000,000 Shares Common Stock ($0.0001 par value) Underwriting AgreementUnderwriting Agreement • April 19th, 2024 • APi Group Corp • Services-to dwellings & other buildings • New York
ContractUnderwriting Agreement • March 18th, 2024 • Pagaya Technologies Ltd. • Finance services • New York
APi Group Corporation 10,569,106 Shares Common Stock ($0.0001 par value) Underwriting AgreementUnderwriting Agreement • March 5th, 2024 • APi Group Corp • Construction - special trade contractors • New York
This letter is being delivered to you in connection with the proposed underwriting agreement (the “Underwriting Agreement”), between APi Group Corporation, a Delaware corporation (the “Company”), and you as representatives of a group of Underwriters named therein, relating to an underwritten public offering of Common Stock, $0.0001 par value (the “Common Stock”), of the Company (the “Offering”).
BrightSpring Health Services, Inc. 8,000,000 6.75% Tangible Equity Units Underwriting AgreementUnderwriting Agreement • January 30th, 2024 • BrightSpring Health Services, Inc. • Services-home health care services • New York
BrightSpring Health Services, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representative”) are acting as Representative, an aggregate of 8,000,000 6.75% tangible equity units (the “Units”), of the Company (the Units to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 1,200,000 additional Units to cover overallotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities,” and the offer and sale of the Securities hereunder being called the “Units Offering”). Certain capitalized terms used herein are defined in Section 24 hereof.
BrightSpring Health Services, Inc. [ • ] [ • ]% Tangible Equity Units Underwriting AgreementUnderwriting Agreement • January 10th, 2024 • BrightSpring Health Services, Inc. • Services-home health care services • New York
Each Security has a stated amount of $50.00 (the “Stated Amount”) and consists of (a) a prepaid stock purchase contract (each, a “Purchase Contract”) under which the holder has purchased and the Company will agree to deliver on [ • ], 2027, subject to postponement in certain circumstances and subject to any early settlement of such Purchase Contract pursuant to the provisions thereof and of the purchase contract agreement (the “Purchase Contract Agreement”), to be dated as of the date of the Closing Date (as defined below), among the Company, U.S. Bank Trust Company, National Association, as purchase contract agent (the “Purchase Contract Agent”) and attorney-in-fact for the holders of the Purchase Contracts from time to time, and the Trustee (as defined below), a number of shares of common stock, par value $0.01 per share, of the Company (“Common Stock”), determined pursuant to the terms of the Purchase Contract and the Purchase Contract Agreement and (b) a senior amortizing note with
Coty Inc. 33,000,000 Shares Class A Common Stock ($0.01 par value) Underwriting AgreementUnderwriting Agreement • October 2nd, 2023 • Coty Inc. • Perfumes, cosmetics & other toilet preparations • New York
Ingersoll Rand Inc. 5.400% Senior Notes due 2028 5.700% Senior Notes due 2033 Underwriting AgreementUnderwriting Agreement • August 14th, 2023 • Ingersoll Rand Inc. • General industrial machinery & equipment • New York
LEXICON PHARMACEUTICALS, INC. 23,924,705 Shares Common Stock ($0.001 par value) Underwriting AgreementUnderwriting Agreement • June 2nd, 2023 • Lexicon Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
LEXICON PHARMACEUTICALS, INC. 16,843,600 Shares Common Stock ($0.001 par value) Underwriting AgreementUnderwriting Agreement • July 29th, 2022 • Lexicon Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Blackstone Mortgage Trust, Inc. [ ] Shares 1 Class A Common Stock (par value $0.01 per share) Underwriting AgreementUnderwriting Agreement • July 29th, 2022 • Blackstone Mortgage Trust, Inc. • Real estate investment trusts • New York
Blackstone Mortgage Trust, Inc., a corporation organized under the laws of the State of Maryland (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the number of shares of class A common stock, par value $0.01 per share (the “Common Stock”), of the Company set forth in Schedule I hereto (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to the number of additional shares of Common Stock set forth in Schedule I hereto (the “Option Securities”; together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule II other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Under
Sono Group N.V. [●] Common Shares UNDERWRITING AGREEMENTUnderwriting Agreement • April 26th, 2022 • Sono Group N.V. • Motor vehicles & passenger car bodies • New York
This letter is being delivered to you in connection with the proposed Underwriting Agreement (the “Underwriting Agreement”, between Sono Group N.V., a public limited liability company (naamloze vennootschap) incorporated under the laws of the Netherlands (the “Company”), and you as representative of a group of Underwriters (the “Underwriters”) named therein, relating to an underwritten public offering of common shares with a nominal value of €0.06 each (“Shares”) in the capital of the Company (the “Offering”).
GENENTA SCIENCE S.P.A. 1,608,695 American Depositary Shares Representing 1,608,695 Ordinary Shares (no par value) Underwriting AgreementUnderwriting Agreement • November 24th, 2021 • Genenta Science S.p.A. • Biological products, (no disgnostic substances) • New York
This press release is not an offer for sale of the securities in the United States or in any other jurisdiction where such offer is prohibited, and such securities may not be offered or sold in the United States absent registration or an exemption from registration under the United States Securities Act of 1933, as amended.
Blackstone Mortgage Trust, Inc. 10,000,000 Shares 1 Class A Common Stock (par value $0.01 per share) Underwriting AgreementUnderwriting Agreement • November 23rd, 2021 • Blackstone Mortgage Trust, Inc. • Real estate investment trusts • New York
Blackstone Mortgage Trust, Inc., a corporation organized under the laws of the State of Maryland (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the number of shares of class A common stock, par value $0.01 per share (the “Common Stock”), of the Company set forth in Schedule I hereto (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to the number of additional shares of Common Stock set forth in Schedule I hereto (the “Option Securities”; together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule II other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Under
Primerica, Inc. Underwriting AgreementUnderwriting Agreement • November 19th, 2021 • Primerica, Inc. • Life insurance • New York
Primerica, Inc., a corporation organized under the laws of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the principal amount of its securities identified in Schedule I hereto (the “Securities”), to be issued under an indenture (the “Base Indenture”) dated as of July 16, 2012, between the Company and Computershare Trust Company, N.A., as successor to Wells Fargo Bank, National Association, as trustee (the “Trustee”), as supplemented by the second supplemental indenture thereto to be dated as of November 19, 2021, between the Company and the Trustee (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”). Any reference herein to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Final Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pur
GENENTA SCIENCE S.P.A. [●] American Depositary Shares Representing [●] Ordinary Shares ([●] par value) Underwriting AgreementUnderwriting Agreement • November 9th, 2021 • Genenta Science S.p.A. • Biological products, (no disgnostic substances) • New York
This press release is not an offer for sale of the securities in the United States or in any other jurisdiction where such offer is prohibited, and such securities may not be offered or sold in the United States absent registration or an exemption from registration under the United States Securities Act of 1933, as amended.
Blackstone Mortgage Trust, Inc. 10,000,000 Shares 1 Class A Common Stock (par value $0.01 per share) Underwriting AgreementUnderwriting Agreement • September 14th, 2021 • Blackstone Mortgage Trust, Inc. • Real estate investment trusts • New York
Blackstone Mortgage Trust, Inc., a corporation organized under the laws of the State of Maryland (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the number of shares of class A common stock, par value $0.01 per share (the “Common Stock”), of the Company set forth in Schedule I hereto (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to the number of additional shares of Common Stock set forth in Schedule I hereto (the “Option Securities”; together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule II other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Under
Underwriting AgreementUnderwriting Agreement • May 3rd, 2021 • Omnicom Group Inc. • Services-advertising agencies • New York
Omnicom Group Inc., a New York corporation, (the “Company”), proposes to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the principal amount of its 2.600% Senior Notes due 2031 (the “Securities”) identified in Schedule II hereto, to be issued under an indenture dated as of the Closing Date (as defined herein) (the “Base Indenture”), between the Company and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee (the “Trustee”), as supplemented by the Third Supplemental Indenture to be dated as of the Closing Date, between the Company and the Trustee (the “Supplemental Indenture”). The Supplemental Indenture together with the Base Indenture are herein collectively referred to as the “Indenture.”
SPIRIT AIRLINES, INC.Underwriting Agreement • April 30th, 2021 • Spirit Airlines, Inc. • Air transportation, scheduled • New York
Spirit Airlines, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, $440,000,000 principal amount of its 1.00% Convertible Senior Notes due 2026 (the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to $60,000,000 additional principal amount of its 1.00% Convertible Senior Notes due 2026 solely to cover over-allotments, if any (the “Option Securities;” the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). The Securities are convertible into cash, or a combination of shares of Common Stock, par value $0.0001 per share (the “Common Stock”), of the Company and cash, at the Company’s election, based on the conversion rate set forth in the Indenture referred to in the next sentence. The Securities are to be issued under an
PhaseBio Pharmaceuticals, Inc. 16,000,000 Shares Common Stock ($0.001 par value) Underwriting AgreementUnderwriting Agreement • March 19th, 2021 • PhaseBio Pharmaceuticals Inc • Pharmaceutical preparations • New York
Cohu, Inc. 4,950,000 Shares Common Stock ($1.00 par value) Underwriting AgreementUnderwriting Agreement • March 4th, 2021 • Cohu Inc • Instruments for meas & testing of electricity & elec signals • New York
This letter is being delivered to you in connection with the proposed underwriting agreement (the “Underwriting Agreement”), between Cohu, Inc., a Delaware corporation (the “Company”), and each of you as representatives (together, the “Representatives”) of a group of underwriters (the “Underwriters”) named therein, relating to an underwritten public offering of Common Stock, $1.00 par value (the “Common Stock”), of the Company (the “Offering”).
Applied Therapeutics, Inc. 3,000,000 Shares Common Stock ($0.0001 par value) Underwriting AgreementUnderwriting Agreement • February 17th, 2021 • Applied Therapeutics Inc. • Pharmaceutical preparations • New York
Opendoor Technologies Inc. [●] Shares Common Stock ($0.0001 par value) Underwriting AgreementUnderwriting Agreement • February 2nd, 2021 • Opendoor Technologies Inc. • Real estate agents & managers (for others) • New York
Opendoor Technologies Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, [●] shares of common stock, $0.0001 par value (“Common Stock”) of the Company (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to [●] additional shares of Common Stock (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Underwriters shall mean either the singular or plural as the context requires. Certain terms used herein are defined in Section 22 he
Sensei Biotherapeutics, Inc. [•] Shares Common Stock ($0.0001 par value) Underwriting AgreementUnderwriting Agreement • February 1st, 2021 • Sensei Biotherapeutics, Inc. • Pharmaceutical preparations • New York
This press release is not an offer for sale of the securities in the United States or in any other jurisdiction where such offer is prohibited, and such securities may not be offered or sold in the United States absent registration or an exemption from registration under the United States Securities Act of 1933, as amended.
Commercial Metals Company Underwriting AgreementUnderwriting Agreement • January 21st, 2021 • COMMERCIAL METALS Co • Steel works, blast furnaces & rolling mills (coke ovens) • New York
Commercial Metals Company, a corporation organized under the laws of Delaware (the “Company”), proposes to issue and sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, $300,000,000 in aggregate principal amount of its 3.875% Senior Notes due 2031, as set forth on Schedule I hereto (the “Securities”), to be issued under an indenture (the “Base Indenture”), dated as of May 6, 2013, between the Company and U.S. Bank National Association, as trustee (the “Trustee”), as supplemented by a supplemental indenture, to be dated as of February 2, 2021 (the “Supplemental Indenture” and together with the Base Indenture, the “Indenture”). Any reference herein to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the Final Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to Item 12 of Form S-3 which were filed under
Gracell Biotechnologies Inc. [●] Ordinary Shares ($0.0001 par value per share) Each represented by American Depositary Shares Underwriting AgreementUnderwriting Agreement • January 4th, 2021 • Gracell Biotechnologies Inc. • Pharmaceutical preparations • New York
Reata Pharmaceuticals, Inc. 2,000,000 Shares Class A Common Stock ($0.001 par value per share) Underwriting AgreementUnderwriting Agreement • December 3rd, 2020 • Reata Pharmaceuticals Inc • Pharmaceutical preparations • New York
Reata Pharmaceuticals, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule III hereto (the “Underwriters”), for whom Barclays Capital Inc. and Goldman Sachs & Co. LLC (the “Representatives”) are acting as representatives, 2,000,000 shares of Class A common stock, $0.001 par value per share (“Common Stock”), of the Company (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 300,000 additional shares of Common Stock (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule III other than you, the term Representatives as used herein shall mean you, as Underwriter, and the terms Representatives and Underwriters s
STANLEY BLACK & DECKER, INC. $750,000,000 2.750% Notes due 2050 Underwriting AgreementUnderwriting Agreement • November 2nd, 2020 • Stanley Black & Decker, Inc. • Cutlery, handtools & general hardware • New York
Academy Sports and Outdoors, Inc. 15,625,000 Shares Common Stock ($0.01 par value) Underwriting AgreementUnderwriting Agreement • October 6th, 2020 • Academy Sports & Outdoors, Inc. • Retail-miscellaneous shopping goods stores • New York
Academy Sports and Outdoors, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, 15,625,000 shares of Common Stock, $0.01 par value (“Common Stock”), of the Company (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 2,343,750 additional shares of Common Stock to cover overallotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). Certain capitalized terms used herein are defined in Section 22 hereof.
Academy Sports and Outdoors, Inc. [●] Shares Common Stock ($0.01 par value) Underwriting AgreementUnderwriting Agreement • September 23rd, 2020 • Academy Sports & Outdoors, Inc. • Retail-miscellaneous shopping goods stores • New York
Academy Sports and Outdoors, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, [●] shares of Common Stock, $0.01 par value (“Common Stock”), of the Company (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to [●] additional shares of Common Stock to cover overallotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). Certain capitalized terms used herein are defined in Section 22 hereof.
Acceleron Pharma Inc. 4,864,864 Shares1 Common Stock ($0.001 par value) Underwriting AgreementUnderwriting Agreement • July 2nd, 2020 • Acceleron Pharma Inc • Biological products, (no disgnostic substances) • New York
Acceleron Pharma Inc., a corporation organized under the laws of Delaware (the “Company”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, 4,864,864 shares of common stock, $0.001 par value (“Common Stock”), of the Company (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to 729,729 additional shares of Common Stock (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as Underwriters, and the terms Representatives and Underwriters shall mean either the singular or plural as the context requires. Certain terms used he
TRANSLATE BIO, INC. 12,506,811 Shares of Common Stock, par value $0.001 per share Underwriting AgreementUnderwriting Agreement • June 26th, 2020 • Translate Bio, Inc. • Biological products, (no disgnostic substances) • New York
NO PAR VALUE) Underwriting AgreementUnderwriting Agreement • June 26th, 2020 • PACIFIC GAS & ELECTRIC Co • Electric & other services combined • New York
PG&E Corporation, a corporation organized under the laws of the State of California (the “Company”), confirms its agreement (this “Agreement”) with each of the Underwriters named in Schedule I hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as Representatives, with respect to the sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of 423,372,629 shares of common stock, no par value, of the Company (the “Common Stock”). The aforesaid 423,372,629 shares of Common Stock to be purchased by the Underwriters are hereinafter called the “Underwritten Securities.” The Company also proposes to grant to the Underwriters an option to purchase up to 42,337,263 additional shares of Common Stock. The aforesaid 42,337,263 additional shares of Common Stock that may be purchased by the Underwriters are hereinafter called the “Option Securities” and, together with the Underwritten Securities, are hereinafter called the “Securities.” Any
