Common Contracts
15 similar Underwriting Agreement contracts by Nielsen Holdings N.V., Cbeyond Communications Inc, Avalonbay Communities Inc, others
Underwriting AgreementUnderwriting Agreement • February 1st, 2019 • Synovus Financial Corp • National commercial banks • New York
Synovus Financial Corp., a Georgia corporation (the “Company”) confirms its agreement with the several Underwriters listed on Schedule I hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), with respect to the issue and sale by the Company, and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in Schedule I of $300,000,000 in aggregate principal amount of the Company’s 5.900% Fixed-to-Fixed Rate Subordinated Notes due 2029 (the “Securities”). The Securities are to be issued pursuant to the indenture dated as of December 7, 2015 (the “Base Indenture”), by and between the Company and the Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as supplemented by a second supplemental indenture, to be dated as of February 7, 2019 (the “Supplemental Indenture”), by and between the Company and the Trustee (the Base Indenture, as supplemented by the Supplemental Indenture
Materialise NV Registered Ordinary Shares in the form of American Depositary Shares (each representing one Ordinary Share, with no nominal value) UNDERWRITING AGREEMENTUnderwriting Agreement • July 26th, 2018 • Materialise Nv • Services-prepackaged software • New York
Materialise NV, a limited liability company (naamloze vennootschap) organized and existing under the laws of the Kingdom of Belgium (“Belgium”) and registered with the Register of Legal Entities of Leuven under the number VAT BE 0441.131.254 (the “Company”), proposes to issue and sell to the several underwriters (the “Underwriters”) named in Schedule I hereto for whom you are acting as representative (the “Representative”) an aggregate of 3,000,000 ordinary shares, with no nominal value, of the Company (the “Ordinary Shares”) to be delivered in the form of American Depositary Shares (“ADSs”), as set forth on Schedule I hereto (the “Firm ADSs”). The Ordinary Shares issued and sold by the Company under this Agreement are hereinafter referred to as the “Firm Shares.” The Company has also granted to the several Underwriters an option to purchase up to 450,000 additional Ordinary Shares on the terms and for the purposes set forth in Section 2(b) hereof (the “Option Shares”) to be delivered
CDW Corporation 8,000,000 Shares of Common Stock, par value $0.01 per share Underwriting AgreementUnderwriting Agreement • November 30th, 2015 • CDW Corp • Retail-catalog & mail-order houses • New York
NIELSEN HOLDINGS N.V. 30,000,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • March 10th, 2014 • Nielsen Holdings N.V. • Services-business services, nec • New York
The stockholder named in Schedule 2 hereto (the “Selling Stockholder”) of Nielsen Holdings N.V., a Dutch public company with limited liability (naamloze vennootschap) (the “Company”), proposes to sell to Merrill Lynch, Pierce, Fenner & Smith Incorporated and Credit Suisse Securities (USA) LLC (collectively, the “Underwriters” or “you”) an aggregate of 30,000,000 shares of common stock, par value EUR 0.07 per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 4,500,000 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 referred to herein as the “Stock.”
GENERAC HOLDINGS INC. 6,500,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • June 18th, 2013 • Generac Holdings Inc. • Motors & generators • New York
Certain stockholders named in Schedule 1 hereto (the “Selling Stockholders”) of Generac Holdings Inc., a Delaware corporation (the “Company”), propose to sell to Morgan Stanley & Co. LLC (the “Underwriter”), an aggregate of 6,500,000 shares of common stock, par value $0.01 per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriter, up to an additional 975,000 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 referred to herein as the “Stock.”
NIELSEN HOLDINGS N.V. 35,000,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • May 17th, 2013 • Nielsen Holdings N.V. • Services-business services, nec • New York
Certain stockholders named in Schedule 2 hereto (the “Selling Stockholders”) of Nielsen Holdings N.V., a Dutch public company with limited liability (naamloze vennootschap) (the “Company”), propose to sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 35,000,000 shares of common stock, par value EUR 0.07 per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 5,250,000 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 referred to herein as the “Stock.”
NIELSEN HOLDINGS N.V. 38,500,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • February 21st, 2013 • Nielsen Holdings N.V. • Services-business services, nec • New York
Certain stockholders named in Schedule 2 hereto (the “Selling Stockholders”) of Nielsen Holdings N.V., a Dutch public company with limited liability (naamloze vennootschap) (the “Company”), propose to sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 38,500,000 shares of common stock, par value EUR 0.07 per share (the “Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 5,775,000 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 referred to herein as the “Stock.”
AVALONBAY COMMUNITIES, INC. 14,500,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • December 3rd, 2012 • Avalonbay Communities Inc • Real estate investment trusts • New York
AvalonBay Communities, Inc., a Maryland corporation (the “Company”), proposes to issue and sell to the several Underwriters listed on Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 14,500,000 shares (the “Underwritten Shares”) of common stock, par value $0.01 per share, of the Company (“Common Stock”) and, at the option of the Underwriters, up to an additional 2,175,000 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are referred to in this agreement (this “Agreement”) as the “Shares”. The shares of Common Stock to be outstanding after giving effect to the sale of the Shares are herein referred to as the “Stock”.
PLAINSCAPITAL CORPORATION [ ] Shares of Common Stock Underwriting AgreementUnderwriting Agreement • October 21st, 2009 • Plainscapital Corp • State commercial banks • New York
PlainsCapital Corporation, a Texas 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 [ ] shares of Common Stock, par value $0.001, of the Company (the “Common Stock”), and certain shareholders of the Company named in Schedule 2 hereto (the “Selling Shareholders”) propose 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 Underwritten Shares proposed to be sold by the Selling Shareholders are currently issued from the class of the Company’s Original Common Stock, par value $0.001 (
SXC HEALTH SOLUTIONS CORP. 4,500,000 Common Shares Underwriting AgreementUnderwriting Agreement • September 18th, 2009 • SXC Health Solutions Corp. • Services-prepackaged software • New York
SXC Health Solutions Corp., a corporation continued under the Business Corporations Act (Yukon) (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom J.P. Morgan Securities Inc. is acting as representative (the “Representative”), an aggregate of 4,500,000 common shares, no par value per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 675,000 common shares of the Company (the “Option Shares”). The Company understands that a portion of the Shares (as defined below) may be offered and sold in the Provinces (as defined below) by (i) J.P. Morgan Securities Canada Inc. (“JPM Canada”), the Canadian broker-dealer affiliate of the Representative, (ii) Paradigm Capital Inc. (“Paradigm Canada” and, together with JPM Canada, the “Sub-Underwriters”), the Canadian broker-dealer affiliate of Paradigm Capital U.S. Inc. and (iii) Versant Partners Inc. (the “Canadian
Myriad Genetics, Inc. 7,000,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • November 4th, 2005 • Myriad Genetics Inc • In vitro & in vivo diagnostic substances • New York
Myriad Genetics, 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 7,000,000 shares of Common Stock, par value $0.01 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 1,050,000 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.” The Stock, including the Shares, will have attached thereto rights (the “Rights”) to purchase from the Company, upon the occurrence of certain events, a unit consisting of one one-hundredth of a share of the Company’s Series A Junior Participating Preferred Stock, $0.01 par value per
Cbeyond Communications, Inc. Shares of Common Stock, par value $0.01 per share Form of Underwriting AgreementUnderwriting Agreement • October 3rd, 2005 • Cbeyond Communications Inc • Telephone communications (no radiotelephone) • New York
Cbeyond Communications, 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 shares of Common Stock, par value $ 0.01 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional shares of Common Stock, par value $0.01 per share, of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares (to the extent the aforementioned option is exercised) are herein referred to as the “Public Shares”.
Cbeyond Communications, Inc. Shares of Common Stock, par value $0.01 per share Form of Underwriting AgreementUnderwriting Agreement • September 20th, 2005 • Cbeyond Communications Inc • Telephone communications (no radiotelephone) • New York
Cbeyond Communications, 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 shares of Common Stock, par value $ 0.01 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional shares of Common Stock, par value $0.01 per share, of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares (to the extent the aforementioned option is exercised) are herein referred to as the “Public Shares”.
Underwriting AgreementUnderwriting Agreement • April 28th, 2005 • Central European Media Enterprises LTD • Television broadcasting stations • New York
Central European Media Enterprises Ltd. a Company organized under the laws of Bermuda (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 4,700,000 shares of Class A Common Stock, par value $0.08 per share, of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 705,000 shares of Class A 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 Class A Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are herein referred to as the “Stock”.
K2 INC. 6,000,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • June 28th, 2004 • K2 Inc • Sporting & athletic goods, nec • New York
K2 Inc., a Delaware corporation (the “Company”), proposes to issue and sell (the “Offering”) to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 6,000,000 shares of Common Stock, par value $1.00 per share (“Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 900,000 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”. The Stock, including the Shares, will have attached thereto rights (the “Rights”) to purchase one one-hundredth ( 1/100) (subject to adjustment) of a share of the Company’s Series A Junior Participating Cumulative Preferred Stock, par value $1.00 per share (the “Ser
