Common Contracts

11 similar Underwriting Agreement contracts by Brighthouse Financial, Inc., Emergent BioSolutions Inc., Enernoc Inc, others

Underwriting Agreement July [•], 2021 Goldman Sachs Bank Europe SE Morgan Stanley & Co. LLC As Representatives of the several Underwriters listed in Schedule 1 hereto c/o Goldman Sachs Bank Europe SE Marienturm, Taunusanlage 9-10, D-60329 Frankfurt am...
Underwriting Agreement • July 21st, 2021 • Teads S.A. • Services-advertising • New York

The shareholders named in Schedule 2 hereto (each a “Selling Shareholder” and collectively the “Selling Shareholders”) propose, severally and not jointly, to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [•] Class A common shares, par value €0.01 per share (the “Class A Shares”), of Teads B.V., which will be converted into a public company (naamloze vennootschap) and renamed Teads N.V. prior to the closing of the initial public offering (the “Company”) (collectively, the “Underwritten Shares”). In addition, the Selling Shareholders, as and to the extent indicated in Schedule 2 hereto, propose to sell at the option of the Underwriters, up to an additional [•] Class A Shares (collectively, the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The Class A common shares, par value €0.01 per share, of the Company to be

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BRIGHTHOUSE FINANCIAL, INC. [23,155,117] Shares of Common Stock Underwriting Agreement
Underwriting Agreement • June 12th, 2018 • Brighthouse Financial, Inc. • Life insurance • New York

The stockholders named in Schedule 2 hereto (collectively, the “Selling Stockholders”) of Brighthouse Financial, Inc., a Delaware corporation (the “Company”), propose to sell to Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC (collectively, the “Underwriters”), an aggregate of [23,155,117] shares (the “Shares”) of common stock, par value $0.01 per share, of the Company (the “Stock”). On the date hereof and prior to the execution of this Agreement, the Selling Stockholders entered into an exchange agreement (the “Exchange Agreement”) with MetLife, Inc., a Delaware corporation (“MetLife”). Pursuant to the Exchange Agreement, and prior to the execution of this Agreement, MetLife transferred to the Selling Stockholders the Shares in exchange for certain indebtedness of MetLife held by the Selling Stockholders (the “Exchange”).

Gaming and Leisure Properties, Inc. 10,530,624 Shares Common Stock ($0.01 par value per share) Underwriting Agreement
Underwriting Agreement • May 20th, 2016 • Gaming & Leisure Properties, Inc. • Real estate investment trusts • New York

Certain shareholders named in Schedule 3 hereto (the “Selling Shareholders”) of Gaming and Leisure Properties, Inc., a Pennsylvania corporation (the “Company”), propose to sell to you (the “Underwriters”), an aggregate of 10,530,624 shares of common stock, $0.01 par value per share, of the Company (“Common Stock”) set forth on Schedule 1 hereto (the “Shares”). The shares of Common Stock to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.

The Michaels Companies, Inc. 12,500,000 Shares of Common Stock Underwriting Agreement
Underwriting Agreement • July 13th, 2015 • Michaels Companies, Inc. • Retail-hobby, toy & game shops • New York

Certain stockholders named in Schedule 1 hereto (the “Selling Stockholders,” which shall include the Selling Stockholders identified on Schedule 1 hereto as Specified Selling Stockholders (each, a “Specified Selling Stockholder”)) of The Michaels Companies, Inc., a Delaware corporation (the “Company”), propose to sell to Goldman, Sachs & Co. (the “Underwriter”), an aggregate of 12,500,000 shares of common stock, par value $0.06775 per share, of the Company (“Common Stock”) (the “Shares”). The shares of Common Stock to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.

FLEETCOR TECHNOLOGIES, INC. [ ] Shares of Common Stock Underwriting Agreement
Underwriting Agreement • November 30th, 2010 • Fleetcor Technologies Inc • Services-business services, nec • New York

FleetCor Technologies, 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, of the Company, and certain stockholders of the Company named in Schedule 2 hereto (the “Selling Stockholders”) propose to sell to the several Underwriters an aggregate of [ ] shares of Common Stock of the Company (collectively, the “Underwritten Shares”). In addition, the Selling Stockholders propose to 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 (a) the conversion of (i) all outstanding shares of the Company’s Series D-1 Convert

UNDERWRITING AGREEMENT EnerNOC, Inc. 3,750,000 Shares of Common Stock Underwriting Agreement
Underwriting Agreement • August 6th, 2009 • Enernoc Inc • Instruments for meas & testing of electricity & elec signals • New York

The undersigned understands that you, as Representatives of the several Underwriters, propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with EnerNOC, Inc., a Delaware corporation (the “Company”) and the Selling Stockholders listed on Schedule 2 to the Underwriting Agreement, providing for the public offering (the “Public Offering”) by the several Underwriters named in Schedule 1 to the Underwriting Agreement (the “Underwriters”), of shares of common stock of the Company (the “Securities”). Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the Underwriting Agreement.

As Representative of the several Underwriters listed in Schedule I hereto c/o J.P. Morgan Securities Inc. 277 Park Avenue New York, New York 10172 Ladies and Gentlemen:
Underwriting Agreement • November 29th, 2006 • Obagi Medical Products, Inc. • Pharmaceutical preparations • New York

Obagi Medical Products, Inc., a Delaware corporation (the “Company”) and certain stockholders named in Schedule II hereto (the “Selling Stockholders”) of the Company, propose to sell to the several Underwriters listed in Schedule I hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of _______ shares (the “Underwritten Shares”) in the amounts listed on Schedule I for each Underwriter, and, at the option of the Underwriters, the Selling Stockholders propose to sell to the Underwriters up to an additional ________ shares (the “Option Shares”), in the amounts listed on Schedule I for each Underwriter, of the Common Stock, par value $0.001 per share (the “Stock”), of the Company. The Underwritten Shares and the Option Shares are herein referred to as the “Shares”.

EMERGENT BIOSOLUTIONS INC. ___Shares of Common Stock, par value $0.001 per share UNDERWRITING AGREEMENT
Underwriting Agreement • October 30th, 2006 • Emergent BioSolutions Inc. • Pharmaceutical preparations • New York

Emergent BioSolutions 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 representatives (the “Representatives”), an aggregate of shares of common stock, par value $0.001 per share (the “Common Stock”), of the Company and, at the option of the Underwriters, up to an additional shares of Common Stock to cover over-allotments, if any, and the stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose to sell, at the option of the Underwriters, up to an additional shares of Common Stock to cover over-allotments, if any. The aggregate of shares to be sold by the Company are herein referred to as the “Underwritten Shares” and the aggregate of additional shares to be sold by the Company and the Selling Stockholders at the option of the Underwriters are herein referred to as the “Option Shares.” The Underwritten Shares and the Option

GOODMAN GLOBAL, INC. 23,529,411 Shares of Common Stock Underwriting Agreement
Underwriting Agreement • March 30th, 2006 • Goodman Global Inc • Air-cond & warm air heatg equip & comm & indl refrig equip • New York

Goodman Global, 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 representatives (the “Representatives”), an aggregate of 20,917,647 shares of common stock, par value $ 0.01 per share (“Common Stock”), of the Company (the “Primary Underwritten Shares”) and certain Stockholders of the Company named in Schedule II hereto (the “Selling Stockholders”) propose to issue and sell to the Underwriters an aggregate of 2,611,764 shares of Common Stock of the Company (the “Underwritten Secondary Shares” and together with the Underwritten Primary Shares, the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 3,529,411 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

INTRALINKS, INC. [4,600,000] Shares of Common Stock Underwriting Agreement
Underwriting Agreement • November 14th, 2005 • Intralinks Inc • Services-business services, nec • New York

IntraLinks, 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 [2,666,667] shares of common stock, par value $0.01 per share (“Common Stock”), of the Company and, at the option of the Underwriters, up to an additional [600,000] shares of Common Stock of the Company, and the stockholders named in Schedule II hereto (the “Selling Stockholders”) propose to sell to the Underwriters an aggregate of [1,333,333] shares of Common Stock. The aggregate of [4,000,000] shares to be sold by the Company and the Selling Stockholders is called the “Underwritten Shares” and the aggregate of [600,000] additional shares to be sold by the Company is herein called 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 outstandi

Form of Underwriting Agreement WJ COMMUNICATIONS, INC. 12,000,000 Shares of Common Stock Underwriting Agreement
Underwriting Agreement • January 22nd, 2004 • Wj Communications Inc • Special industry machinery, nec • New York

WJ Communications, 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 representative (the “Representative”), an aggregate of 2,000,000 shares of Common Stock, par value $0.01 per share (the “Common Stock”), of the Company (the “Primary Shares”) and the stockholders of the Company named in Schedule 2 hereto (the “Selling Stockholders”) propose to sell to the Underwriters an aggregate of 10,000,000 shares of Common Stock (the “Secondary Shares”). The aggregate of the Primary Shares and the Secondary Shares is herein referred to as the “Underwritten Shares”. The Selling Stockholders also propose to sell, at the option of the Underwriters, up to an aggregate of 1,800,000 additional shares of Common Stock (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.”

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