CRITEO S.A. [ — ] American Depositary Shares Representing an Aggregate of [ — ] Ordinary Shares Underwriting AgreementCriteo S.A. • March 20th, 2014 • Services-advertising agencies • New York
Company FiledMarch 20th, 2014 Industry JurisdictionCriteo S.A., a société anonyme incorporated in the French Republic (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [ — ] ordinary shares, nominal value €0.025 per share, of the Company (“Ordinary Shares”), in the form of an aggregate of [ — ] American Depositary Shares (“ADSs”) and certain shareholders of the Company named in Schedule 2 hereto (the “Selling Shareholders”) propose to sell to the several Underwriters an aggregate of [ — ] Ordinary Shares in the form of an aggregate of [ — ] ADSs (collectively, such [ — ] ADSs sold by the Company and the Selling Shareholders, the “Underwritten ADSs”). In addition, the Selling Shareholders propose to sell, at the option of the Underwriters, up to
Dunkin’ Brands Group, Inc. 21,754,659 Shares of Common Stock Underwriting AgreementDunkin' Brands Group, Inc. • August 13th, 2012 • Retail-eating & drinking places • New York
Company FiledAugust 13th, 2012 Industry JurisdictionIn connection with the offering of the Shares, the Company has entered into an agreement with certain of the Selling Stockholders, dated as of August 8, 2012 (the “Share Repurchase Agreement”), pursuant to which the Company has agreed to repurchase from certain of the Selling Stockholders on the Closing Date in a private, non-underwritten transaction, 15,000,000 shares of the Company’s Common Stock (the “Concurrent Share Repurchase”) at a purchase price per share equal to the price per share at which the Underwriter will purchase the Shares from the Selling Stockholders pursuant to Section 2 of this Agreement. The Concurrent Share Repurchase is conditioned upon the consummation of the offering of the Shares pursuant to this Agreement and the other terms and conditions set forth in the Share Repurchase Agreement. The closing of the offering of the Shares is not contingent on the closing of the Concurrent Share Repurchase.
SOLARWINDS, INC. Shares of Common Stock Underwriting AgreementSolarWinds, Inc. • July 18th, 2008 • Services-prepackaged software • New York
Company FiledJuly 18th, 2008 Industry JurisdictionSolarWinds, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of shares of Common Stock, par value $0.001 per share (“Common Stock”), of the Company, and certain stockholders of the Company named in Schedule 2 hereto (the “Selling Stockholders”) propose severally and not jointly to sell to the several Underwriters an aggregate of shares of Common Stock of the Company (collectively, the “Underwritten Shares”). In addition, the Company proposes to issue and sell, at the option of the Underwriters, up to an additional shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are herein referred to as the “Stock”.
PROS HOLDINGS, Inc. 5,000,000 Shares of Common Stock Underwriting AgreementPROS Holdings, Inc. • November 27th, 2007 • Services-computer programming services • New York
Company FiledNovember 27th, 2007 Industry Jurisdiction
WILLIAM BLAIR & COMPANY, L.L.C. FORM OF UNDERWRITING AGREEMENT TNS, INC. 7,000,000 Shares of Common StockTNS Inc • September 2nd, 2005 • Services-business services, nec • New York
Company FiledSeptember 2nd, 2005 Industry JurisdictionTNS, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule I hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 1,000,000 shares of common stock, par value $0.001 per share (“Stock”), of the Company, and the stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose to sell to the Underwriters an aggregate of 6,000,000 shares of Stock. The shares of Stock to be sold by the Company are herein called the “Company Shares” and the shares of Stock to be sold by the Selling Stockholders are herein called the “Selling Stockholder Shares”, collectively, the “Underwritten Shares”. The Company also proposes to sell to the Underwriters, at the option of the Underwriters, up to an aggregate of 750,000 additional shares of Stock (the “Company Option Shares”) and certain Selling Stockholders also propose to sell to the Underwriters, at the op