Common Contracts

74 similar Underwriting Agreement contracts by Continental Building Products, Inc., Gardner Denver Holdings, Inc., Ingersoll Rand Inc., others

APi Group Corporation 10,569,106 Shares Common Stock ($0.0001 par value) Underwriting Agreement
Underwriting Agreement • March 1st, 2024 • Blackstone Holdings III L.P. • Construction - special trade contractors • New York
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Ingersoll Rand Inc. 29,788,635 Shares Common Stock ($0.01 par value) Underwriting Agreement
Underwriting Agreement • August 6th, 2021 • Ingersoll Rand Inc. • General industrial machinery & equipment • New York

KKR Renaissance Aggregator L.P. (the “Selling Stockholder”), as a stockholder of Ingersoll Rand Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I(A) hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the number of shares of the Company’s Common Stock, par value $0.01 per share (the “Shares”) set forth next to the Selling Stockholder’s name on Schedule I(B) hereto. The aggregate 29,788,635 Shares to be sold by the Selling Stockholder are called the “Securities”. Subject to the sale of the Securities by the Selling Stockholder to the Underwriters in compliance with the terms of this Agreement, the Underwriters have agreed to sell to the Company, and the Company has agreed herein to purchase from the Underwriters (the “Share Repurchase”), an aggregate of 14,894,317 Shares of the Securities (such Shares, the “Repurchase Shares”) pursuant to Section 3 of this Agreement. Certain terms u

Ingersoll Rand Inc. 14,924,081 Shares Common Stock ($0.01 par value) Underwriting Agreement
Underwriting Agreement • May 13th, 2021 • Ingersoll Rand Inc. • General industrial machinery & equipment • New York

KKR Renaissance Aggregator L.P. (the “Selling Stockholder”), as a stockholder of Ingersoll Rand Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I(A) hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the number of shares of the Company’s Common Stock, par value $0.01 per share (the “Shares”) set forth next to the Selling Stockholder’s name on Schedule I(B) hereto. The aggregate 14,924,081 Shares to be sold by the Selling Stockholder are called the “Securities”. Certain terms used herein are defined in Section 23 hereof. To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the terms Representatives and Underwriters shall mean either the singular or plural as the context requires.

Ingersoll Rand Inc. 12,100,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Underwriting Agreement • June 19th, 2020 • Ingersoll Rand Inc. • General industrial machinery & equipment • New York
BrightView Holdings, Inc. 10,000,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Underwriting Agreement • June 15th, 2020 • BrightView Holdings, Inc. • Agricultural services • New York

Each of (i) KKR BrightView Aggregator L.P. (the “KKR Selling Stockholder”), (ii) MSD Valley Investments, LLC (the “MSD Selling Stockholder”) and (iii) the other selling stockholders named on Schedule I(B) hereto (the “Piggyback Selling Stockholders”) and, together with the KKR Selling Stockholder and the MSD Selling Stockholder, the “Selling Stockholders”), as a stockholder of BrightView Holdings, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I(A) hereto (the “Underwriters”), for whom you (the “Representative”) are acting as representative, the number of shares (the “Shares”) of common stock, $0.01 par value (“Common Stock”), set forth next to such Selling Stockholder’s name on Schedule I(B) hereto. The aggregate 10,000,000 Shares to be sold by the Selling Stockholders are herein called the “Securities.” Certain terms used herein are defined in Section 24 hereof. To the extent there are no additional Underwriters listed on

Gardner Denver Holdings, Inc. 20,000,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Underwriting Agreement • November 2nd, 2018 • Gardner Denver Holdings, Inc. • General industrial machinery & equipment • New York

KKR Renaissance Aggregator L.P. (the “Selling Stockholder”), as a stockholder of Gardner Denver Holdings, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I(A) hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the number of shares of the Company’s Common Stock, par value $0.01 per share (the “Shares”) set forth next to the Selling Stockholder’s name on Schedule I(B) hereto. The aggregate 20,000,000 Shares to be sold by the Selling Stockholder are called the “Securities”. Certain terms used herein are defined in Section 4 hereof. To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representative as used herein shall mean you, as Underwriter, and the terms Representatives and Underwriters shall mean either the singular or plural as the context requires.

First Data Corporation 64,000,000 Shares Class A Common Stock ($0.01 par value) Underwriting Agreement
Underwriting Agreement • August 17th, 2018 • First Data Corp • Services-business services, nec • New York

New Omaha Holdings L.P., a Delaware limited partnership (the “Selling Stockholder”) and a stockholder of First Data Corporation, 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, 64,000,000 shares of Class A common stock, $0.01 par value (“Class A Common Stock”), of the Company (said shares to be sold by the Selling Stockholder being hereinafter called the “Underwritten Securities”). The Selling Stockholder also proposes to grant to the Underwriters an option to purchase up to 9,600,000 additional shares of Class A Common Stock (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). Any reference herein to the Registration Statement, the Preliminary Prospectus or the Prospectus shall be deemed to refer to and include the documents incorporated by reference t

Gardner Denver Holdings, Inc. 26,550,851 Shares Common Stock ($0.01 par value) Underwriting Agreement
Underwriting Agreement • May 7th, 2018 • Gardner Denver Holdings, Inc. • General industrial machinery & equipment • New York

Each of (i) KKR Renaissance Aggregator L.P. (the “KKR Selling Stockholder”), and (ii) the other selling stockholders named on Schedule I(B) hereto (collectively, the “Management Selling Stockholders” and together with the KKR Selling Stockholder, the “Selling Stockholders”), as a stockholder of Gardner Denver Holdings, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I(A) hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the number of shares of the Company’s Common Stock, par value $0.01 per share (the “Shares”) set forth next to such Selling Stockholder’s name on Schedule I(B) hereto. The aggregate 26,550,851 Shares to be sold by the Selling Stockholders are called the “Underwritten Securities”. The KKR Selling Stockholder also proposes to grant to the Underwriters an option to purchase up to 3,982,627 additional shares of Common Stock (the “Option Securities”; the Option Securit

Gardner Denver Holdings, Inc. [ ● ] Shares Common Stock ($0.01 par value) Underwriting Agreement
Underwriting Agreement • April 30th, 2018 • Gardner Denver Holdings, Inc. • General industrial machinery & equipment • New York

Each of (i) KKR Renaissance Aggregator L.P. (the “KKR Selling Stockholder”), and (ii) the other selling stockholders named on Schedule I(B) hereto (collectively, the “Management Selling Stockholders” and together with the KKR Selling Stockholder, the “Selling Stockholders”), as a stockholder of Gardner Denver Holdings, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I(A) hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the number of shares of the Company’s Common Stock, par value $0.01 per share (the “Shares”) set forth next to such Selling Stockholder’s name on Schedule I(B) hereto. The aggregate [ ● ] Shares to be sold by the Selling Stockholders are called the “Underwritten Securities”. The KKR Selling Stockholder also proposes to grant to the Underwriters an option to purchase up to [ ● ] additional shares of Common Stock (the “Option Securities”; the Option Securities, toge

Gardner Denver Holdings, Inc. [ ● ] Shares Common Stock ($0.01 par value) Underwriting Agreement
Underwriting Agreement • November 13th, 2017 • Gardner Denver Holdings, Inc. • General industrial machinery & equipment • New York

Each of (i) KKR Renaissance Aggregator L.P. (the “KKR Selling Stockholder”), and (ii) the other selling stockholders named on Schedule I(B) hereto and (iii) collectively, the “Management Selling Stockholders” and together with the KKR Selling Stockholder, the “Selling Stockholders”), as a stockholder of Gardner Denver Holdings, Inc., a Delaware corporation (the “Company”), proposes to sell to the several underwriters named in Schedule I(A) hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, the number of shares of the Company’s Common Stock, par value $0.01 per share (the “Shares”) set forth next to such Selling Stockholder’s name on Schedule I(B) hereto. The aggregate [ ● ] Shares to be sold by the Selling Stockholders are called the “Underwritten Securities”. The KKR Selling Stockholder also proposes to grant to the Underwriters an option to purchase up to [ ● ] additional shares of Common Stock (the “Option Securities”; the Option Securit

First Data Corporation 85,000,000 Shares Class A Common Stock ($0.01 par value) Underwriting Agreement
Underwriting Agreement • September 19th, 2017 • First Data Corp • Services-business services, nec • New York

New Omaha Holdings L.P., a Delaware limited partnership (the “Selling Stockholder”) and a stockholder of First Data Corporation, 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, 85,000,000 shares of Class A common stock, $0.01 par value (“Class A Common Stock”), of the Company (said shares to be sold by the Selling Stockholder being hereinafter called the “Underwritten Securities”). The Selling Stockholder also proposes to grant to the Underwriters an option to purchase up to 12,750,000 additional shares of Class A Common Stock (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). Any reference herein to the Registration Statement, the Preliminary Prospectus or the Prospectus shall be deemed to refer to and include the documents incorporated by reference

Contura Energy, Inc. [●] Shares Common Stock ($0.01 par value) Underwriting Agreement
Underwriting Agreement • July 31st, 2017 • Contura Energy, Inc. • Bituminous coal & lignite surface mining • New York
Frontier Group Holdings, Inc. [●] Shares Common Stock ($0.001 par value per share) Form of Underwriting Agreement
Underwriting Agreement • June 12th, 2017 • Frontier Group Holdings, Inc. • Air transportation, scheduled • New York
The Trade Desk, Inc. [ ] Shares Class A Common Stock ($0.000001 par value) Underwriting Agreement
Underwriting Agreement • May 19th, 2017 • Trade Desk, Inc. • Services-computer programming, data processing, etc. • New York

The persons named in Schedule I hereto (the “Selling Stockholders”) propose to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, [ ] shares of Class A common stock, $0.000001 par value (“Common Stock”) of The Trade Desk, Inc., a corporation organized under the laws of Delaware (the “Company”) (said shares to be sold by the Selling Stockholders being hereinafter called the “Underwritten Securities”). The Selling Stockholders also propose to grant to the Underwriters an option to purchase up to [ ] additional shares of Common Stock, if any (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 II other than you, the term Representatives as used herein shall mean you, as Underwriter, and the terms Representatives and Underwriters shall mean

Donnelley Financial Solutions, Inc. 6,242,802 Shares Common Stock ($0.01 par value) UNDERWRITING AGREEMENT
Underwriting Agreement • May 18th, 2017 • Donnelley Financial Solutions, Inc. • Services-miscellaneous business services • New York

Introductory. The several selling stockholders named in Schedule II hereto (collectively, in such capacity, the “Selling Stockholders”) propose, severally and not jointly, to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom Citigroup Global Markets Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC and Wells Fargo Securities, LLC (collectively, the “Representatives”) are acting as representatives, 6,242,802 shares of common stock, par value $0.01 per share, of Donnelley Financial Solutions, Inc. (the “Common Stock”), a corporation organized under the laws of the State of Delaware (the “Company”) (said shares, the “Underwritten Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to [936,420] additional shares of Common Stock (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). The use of t

C&J Energy Services, Inc. 7,000,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Underwriting Agreement • April 11th, 2017 • C&J Energy Services, Inc. • Oil & gas field services, nec • New York
LSC Communications, Inc. [ ] Shares Common Stock ($0.01 par value) UNDERWRITING AGREEMENT
Underwriting Agreement • March 16th, 2017 • LSC Communications, Inc. • Commercial printing • New York

Introductory. R.R. Donnelley & Sons Company, a corporation organized under the laws of the State of Delaware (the “Selling Stockholder”), proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom Citigroup Global Markets Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC and Wells Fargo Securities, LLC (collectively, the “Representatives”) are acting as representatives, [ ] shares of common stock, par value $0.01 per share, of LSC Communications, Inc. (the “Common Stock”), a corporation organized under the laws of the State of Delaware (the “Company”) (said shares, the “Underwritten Securities”). The Company 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”). The use of the neuter in this Underwriting Agreement (the “Agreem

Lantheus Holdings, Inc. 3,000,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Underwriting Agreement • March 15th, 2017 • Lantheus Holdings, Inc. • In vitro & in vivo diagnostic substances • New York

Certain stockholders named in Schedule II hereto (the “Selling Stockholders”) of Lantheus Holdings, Inc., a corporation organized under the laws of the State of Delaware (the “Company”), propose to sell to the several underwriters named in Schedule I hereto (the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof, and to the extent there is only a single underwriter, the term “Underwriters” shall be deemed to refer to the single Underwriter, mutatis mutandis), the number of shares of Common Stock set forth in Schedule II hereto (said shares to be sold by the Selling Stockholders collectively being hereinafter called the “Securities”). Any reference herein to the Registration Statement, the Base Prospectus, any Preliminary Prospectus or the 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 the Exchange Act on or before

The Trade Desk, Inc. [●] Shares Class A Common Stock ($0.000001 par value) Underwriting Agreement
Underwriting Agreement • February 21st, 2017 • Trade Desk, Inc. • Services-computer programming, data processing, etc. • New York

The persons named in Schedule I hereto (the “Selling Stockholders”) propose to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representatives”) are acting as representatives, [●] shares of Class A common stock, $0.000001 par value (“Common Stock”) of The Trade Desk, Inc., a corporation organized under the laws of Delaware (the “Company”) (said shares to be issued and sold by the Company being hereinafter called the “Underwritten Securities”). The Selling Stockholders also propose to grant to the Underwriters an option to purchase up to [●] additional shares of Common Stock, if any (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 II other than you, the term Representatives as used herein shall mean you, as Underwriter, and the terms Representatives and Underwriters shall mean ei

Jagged Peak Energy Inc. 31,599,334 Shares Common Stock ($0.01 par value) Underwriting Agreement
Underwriting Agreement • January 31st, 2017 • Jagged Peak Energy Inc. • Crude petroleum & natural gas • New York

Jagged Peak Energy 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, 28,333,334 shares of common stock of the Company, $0.01 par value (the “Common Stock”), and the persons named in Schedule II hereto (the “Selling Stockholders”) propose to sell to the several Underwriters 3,266,000 shares of Common Stock (said shares to be issued and sold by the Company being hereinafter called the “Company Underwritten Securities”, and shares to be sold by the Selling Stockholders being hereinafter called the “Selling Stockholder Underwritten Securities,” and the Company Underwritten Securities and the Selling Stockholder Underwriter Securities collectively being hereinafter referred to as the “Underwritten Securities”). The Selling Stockholders also propose to grant to the Underwriters an option to purchase up to 4,7

Underwriting Agreement
Underwriting Agreement • January 13th, 2017 • Jagged Peak Energy Inc. • Crude petroleum & natural gas • New York

Jagged Peak Energy 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, [·] shares of common stock of the Company, $0.01 par value (the “Common Stock”), and the persons named in Schedule II hereto (the “Selling Stockholders”) propose to sell to the several Underwriters [•] shares of Common Stock (said shares to be issued and sold by the Company being hereinafter called the “Company Underwritten Securities”, and shares to be sold by the Selling Stockholders being hereinafter called the “Selling Stockholder Underwritten Securities,” and the Company Underwritten Securities and the Selling Stockholder Underwriter Securities collectively being hereinafter referred to as the “Underwritten Securities”). The Selling Stockholders also propose to grant to the Underwriters an option to purchase up to [•] additional s

Communications Sales & Leasing, Inc. 14,681,071 Shares Common Stock ($0.0001 par value) Underwriting Agreement
Underwriting Agreement • June 24th, 2016 • Communications Sales & Leasing, Inc. • Real estate investment trusts • New York

The stockholder named in Schedule II hereto (the “Selling Stockholder”) proposes to sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom Citigroup Global Markets Inc. (the “Representative”) is acting as representatives, 14,681,071 shares of common stock, $0.0001 par value, of Communications Sales & Leasing, Inc. a corporation organized under the laws of Maryland (the “Company”), (“Common Stock”) (said shares to be sold by the Selling Stockholder being hereinafter called the “Underwritten Securities”). In addition, the Company proposes to grant to the Underwriters an option to purchase up to 2,202,160 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 Representative as used herein shall mean you, as Underwriters, and the terms Representa

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CONTINENTAL BUILDING PRODUCTS, INC. 4,500,000 Shares Common Stock ($0.001 par value) Underwriting Agreement
Underwriting Agreement • March 18th, 2016 • Continental Building Products, Inc. • Concrete, gypsum & plaster products • New York

LSF8 Gypsum Holdings, L.P., a Delaware limited partnership (the “Selling Stockholder”) proposes to sell to the underwriter named in Schedule I hereto (the “Underwriter”), for whom you (the “Representative”) are acting as representative, 4,500,000 shares of common stock, $0.001 par value (“Common Stock”), of Continental Building Products, Inc., a corporation organized under the laws of Delaware (the “Company”) (said shares to be sold by the Selling Stockholder being hereinafter called the “Underwritten Securities”). The Selling Stockholder also proposes to grant to the Underwriters an option to purchase up to 606,803 additional shares of Common Stock (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”).

Del Taco Restaurants, Inc. 3,372,016 Shares Common Stock ($0.0001 par value) Underwriting Agreement
Underwriting Agreement • October 30th, 2015 • Del Taco Restaurants, Inc. • Retail-eating places • New York

Certain stockholders of Del Taco Restaurants, Inc., a corporation organized under the laws of Delaware (the “Company”) named in Schedule I hereto (the “Selling Stockholders”) propose 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 common stock, $0.0001 par value (“Common Stock”), of the Company set forth in Schedule I hereto (said shares to be sold by the Selling Stockholders collectively being hereinafter called the “Underwritten Securities”). The Selling Stockholders named in Schedule I hereto also propose to grant to the Underwriters an option to purchase up to the number of additional shares of Common Stock set forth in Schedule I (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 II other than you, th

CONTINENTAL BUILDING PRODUCTS, INC. 4,000,000 Shares Common Stock ($0.001 par value) Underwriting Agreement
Underwriting Agreement • September 16th, 2015 • Continental Building Products, Inc. • Concrete, gypsum & plaster products • New York

LSF8 Gypsum Holdings, L.P., a Delaware limited partnership (the “Selling Stockholder”) proposes to sell to the underwriter named in Schedule I hereto (the “Underwriter”), for whom you (the “Representative”) are acting as representative, 4,000,000 shares of common stock, $0.001 par value (“Common Stock”), of Continental Building Products, Inc., a corporation organized under the laws of Delaware (the “Company”), (said shares to be sold by the Selling Stockholder being hereinafter called the “Underwritten Securities”). The Selling Stockholder also proposes to grant to the Underwriters an option to purchase up to 600,000 additional shares of Common Stock (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”).

3,250,000 Shares WCI Communities, Inc. Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • July 13th, 2015 • WCI Communities, Inc. • Operative builders • New York

The persons named in Schedule I hereto (the “Selling Stockholders”) propose to sell to the several underwriters named in Schedule II hereto (the “Underwriters”) for whom you are acting as representatives (the “Representatives”) 3,250,000 shares of common stock, $0.01 par value (“Common Stock”) of WCI Communities, Inc., a corporation organized under the laws of Delaware (the “Company”) (said shares being hereinafter called the “Underwritten Securities”). The Selling Stockholders also propose to grant to the Underwriters an option to purchase up to 487,500 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 II 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 requ

CONTINENTAL BUILDING PRODUCTS, INC. 4,600,000 Shares Common Stock ($0.001 par value) Underwriting Agreement
Underwriting Agreement • May 18th, 2015 • Continental Building Products, Inc. • Concrete, gypsum & plaster products • New York

LSF8 Gypsum Holdings, L.P., a Delaware limited partnership (the “Selling Stockholder”) proposes to sell to the underwriter named in Schedule I hereto (the “Underwriter”), for whom you (the “Representative”) are acting as representative, 4,600,000 shares of common stock, $0.001 par value (“Common Stock”), of Continental Building Products, Inc., a corporation organized under the laws of Delaware (the “Company”), (said shares to be sold by the Selling Stockholder being hereinafter called the “Underwritten Securities”). The Selling Stockholder also proposes to grant to the Underwriters an option to purchase up to 690,000 additional shares of Common Stock (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”).

Hemisphere Media Group, Inc. Class A Common Stock ($0.0001 par value per share) Underwriting Agreement
Underwriting Agreement • May 13th, 2015 • Hicks, Muse, Tate & Furst Equity Fund Iii, L.P. • Cable & other pay television services • New York

The stockholders listed in Schedule I hereto (the “Selling Stockholders”) propose to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representative”) are acting as representative, 3,195,583 shares of Class A common stock, $0.0001 par value per share (“Common Stock”) of Hemisphere Media Group, Inc., a corporation organized under the laws of Delaware (the “Company”) (said shares to be sold by the Selling Stockholders being hereinafter called the “Underwritten Securities”). The Company proposes to grant to the Underwriters an option to purchase up to 479,337 additional shares of Common Stock from the Company (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 II other than you, the term Representative as used herein shall mean you, as Underwriter, and the terms Representatives and Und

Hemisphere Media Group, Inc. Class A Common Stock ($0.0001 par value per share) Underwriting Agreement
Underwriting Agreement • May 4th, 2015 • Hemisphere Media Group, Inc. • Cable & other pay television services • New York

The stockholders listed in Schedule I hereto (the “Selling Stockholders”) propose to sell to the several underwriters named in Schedule II hereto (the “Underwriters”), for whom you (the “Representative”) are acting as representative, 3,195,583 shares of Class A common stock, $0.0001 par value per share (“Common Stock”) of Hemisphere Media Group, Inc., a corporation organized under the laws of Delaware (the “Company”) (said shares to be sold by the Selling Stockholders being hereinafter called the “Underwritten Securities”). The Company proposes to grant to the Underwriters an option to purchase up to 479,337 additional shares of Common Stock from the Company (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 II other than you, the term Representative as used herein shall mean you, as Underwriter, and the terms Representatives and Und

3,250,000 Shares WCI Communities, Inc. Common Stock FORM OF UNDERWRITING AGREEMENT
Underwriting Agreement • April 17th, 2015 • WCI Communities, Inc. • Operative builders • New York

The persons named in Schedule I hereto (the “Selling Stockholders”) propose to sell to the several underwriters named in Schedule II hereto (the “Underwriters”) for whom you are acting as representatives (the “Representatives”) 3,250,000 shares of common stock, $0.01 par value (“Common Stock”) of WCI Communities, Inc., a corporation organized under the laws of Delaware (the “Company”) (said shares being hereinafter called the “Underwritten Securities”). The Selling Stockholders also propose to grant to the Underwriters an option to purchase up to 487,500 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 II 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 requ

CONTINENTAL BUILDING PRODUCTS, INC. 5,000,000 Shares Common Stock ($0.001 par value) Underwriting Agreement
Underwriting Agreement • March 18th, 2015 • Continental Building Products, Inc. • Concrete, gypsum & plaster products • New York

This is to confirm the agreement among the Selling Stockholder, the Company and the Underwriters concerning the purchase of the Securities from the Selling Stockholder by the Underwriters.

Santander Consumer USA Holdings Inc. 10,047,954 Shares Common Stock ($0.01 par value) Underwriting Agreement
Underwriting Agreement • September 8th, 2014 • Santander Consumer USA Holdings Inc. • Personal credit institutions • New York

The person named in Schedule I hereto (the “Selling Stockholder”), owning shares of common stock, $0.01 par value per share (the “Common Stock”), of Santander Consumer USA Holdings Inc., a corporation organized under the laws of Delaware (the “Company”), proposes to sell to J.P. Morgan Securities LLC (the “Underwriter”), 10,047,954 shares of Common Stock of the Company (said shares to be sold by the Selling Stockholder being hereinafter called the “Securities”) (the “offering”). The use of the neuter in this Agreement shall include the feminine and masculine wherever appropriate. Certain terms used herein are defined in Section 20 hereof. Any reference herein to the Registration Statement, any Preliminary Prospectus or the Prospectus shall be deemed to refer to and include the documents incorporated by reference therein pursuant to General Instruction VII of Form S-1.

Santander Consumer USA Holdings Inc. [ ] Shares Plus an option to purchase from the Selling Stockholder up to [ ] additional securities to cover over- allotments Common Stock ($0.01 par value) Form of Underwriting Agreement
Underwriting Agreement • August 14th, 2014 • Santander Consumer USA Holdings Inc. • Personal credit institutions • New York

The person named in Schedule I hereto (the “Selling Stockholder”), owning shares of common stock, $0.01 par value per share (the “Common Stock”) of Santander Consumer USA Holdings 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, [ ] shares of Common Stock of the Company (said shares to be sold by the Selling Stockholder being hereinafter called the “Underwritten Securities”) (the “offering”). The Selling Stockholder also proposes to grant to the Underwriters an option to purchase up to [ ] additional shares of Common Stock to cover over-allotments, if any (the “Option Securities”; the Option Securities, together with the Underwritten Securities, being hereinafter called the “Securities”). The use of the neuter in this Agreement shall include the feminine and masculine wherever appropriate. Certain ter

Athlon Energy Inc. 12,500,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Underwriting Agreement • August 4th, 2014 • Athlon Energy Inc. • Crude petroleum & natural gas • New York

Citigroup Global Markets Inc. Goldman, Sachs & Co. As Representatives of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013

Athlon Energy Inc. 12,500,000 Shares Common Stock ($0.01 par value) Underwriting Agreement
Underwriting Agreement • July 30th, 2014 • Athlon Energy Inc. • Crude petroleum & natural gas • New York

Citigroup Global Markets Inc. Goldman, Sachs & Co. As Representatives of the several Underwriters, c/o Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013

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