Annexon, Inc. 25,035,000 Shares of Common Stock, par value $0.001 per share Pre-Funded Warrants to Purchase 18,379,861 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • December 21st, 2023 • Annexon, Inc. • Pharmaceutical preparations • New York
Contract Type FiledDecember 21st, 2023 Company Industry JurisdictionAnnexon, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom Jefferies LLC (“Jefferies”) and Cowen and Company, LLC (“TD Cowen”) are acting as representatives (the “Representatives”), (i) an aggregate of 25,035,000 shares (the “Offered Shares”) of common stock, par value $0.001 per share (“Common Stock”) and (ii) pre-funded warrants to purchase 18,379,861 shares of Common Stock (the “Pre-Funded Warrants”) of the Company; the Offered Shares and the Pre-Funded Warrants to be sold by the Company are collectively referred to as the “Offered Securities”. As used herein, “Warrant Shares” means the shares of Common Stock issuable upon exercise of the Pre-Funded Warrants. The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Offered Securities are referred to herein as the “Stock”.
Akero Therapeutics, Inc. 5,238,500 Shares of Common Stock, par value $0.0001 per share Underwriting AgreementUnderwriting Agreement • May 17th, 2023 • Akero Therapeutics, Inc. • Pharmaceutical preparations • New York
Contract Type FiledMay 17th, 2023 Company Industry JurisdictionAkero Therapeutics, 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 5,238,500 shares of common stock, par value $0.0001 per share (the “Common Stock”), of the Company (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”. To the extent there are no additional Underwriters listed on Schedule 1 other than you, the term Representative as used herein shall mean you, as Underwriter, and the terms Representative and Underwriters shall mean either the singular or plural as the context requires.
Option Care Health, Inc. 13,000,000 Shares of Common Stock, par value $0.0001 per share Underwriting AgreementUnderwriting Agreement • March 3rd, 2023 • Option Care Health, Inc. • Services-home health care services • New York
Contract Type FiledMarch 3rd, 2023 Company Industry JurisdictionHC Group Holdings I, LLC (the “Selling Stockholder”), a stockholder of Option Care Health, Inc., a Delaware corporation (the “Company”), proposes to sell to the underwriters set forth on Schedule 1 hereto (the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 12 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), an aggregate of 13,000,000 shares of common stock, par value $0.0001 per share, of the Company (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.”
Option Care Health, Inc. 11,000,000 Shares of Common Stock, par value $0.0001 per share Underwriting AgreementUnderwriting Agreement • August 18th, 2022 • Option Care Health, Inc. • Services-home health care services • New York
Contract Type FiledAugust 18th, 2022 Company Industry JurisdictionHC Group Holdings I, LLC (the “Selling Stockholder”), a stockholder of Option Care Health, Inc., a Delaware corporation (the “Company”), proposes to sell to the underwriters set forth on Schedule 1 hereto (the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 12 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), an aggregate of 11,000,000 shares of common stock, par value $0.0001 per share, of the Company (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.”
GRAFTECH INTERNATIONAL LTD. 8,500,000 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • December 17th, 2020 • Graftech International LTD • Electrical industrial apparatus • New York
Contract Type FiledDecember 17th, 2020 Company Industry JurisdictionBrookfield BBP (Canada) L.P., Brookfield BBP Canada Holdings Inc., BPE IV (Non-Cdn) GP LP and BCP IV GrafTech Holdings LP (collectively, the “Selling Stockholders”), shareholders of GrafTech International Ltd., a Delaware corporation (the “Company”), propose to sell to you (the “Underwriter”) an aggregate of 8,500,000 shares of common stock, par value $0.01 per share (the “Common Stock”), of the Company (the “Shares”).
GUARDANT HEALTH, INC. 7,000,000 Shares of Common Stock, par value $0.00001 per share Underwriting AgreementUnderwriting Agreement • October 13th, 2020 • Guardant Health, Inc. • Services-medical laboratories • New York
Contract Type FiledOctober 13th, 2020 Company Industry JurisdictionCertain stockholders named in Schedule 2 hereto (the “Selling Stockholders”) of Guardant Health, Inc., a Delaware corporation (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 7,000,000 shares of common stock, par value $0.00001 per share (“Common Stock”), of the Company (the “Underwritten Shares”). In addition, the Selling Stockholders propose to sell, at the option of the Underwriters, up to an additional 700,000 shares of Common Stock (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”. To the extent there are no additional Underwriters listed on Schedule 1 other than you, the term Representatives as used herein shall mean you, as Underwriter, a
CERIDIAN HCM HOLDING INC. 7,717,347 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • August 28th, 2020 • Ceridian HCM Holding Inc. • Services-prepackaged software • New York
Contract Type FiledAugust 28th, 2020 Company Industry JurisdictionCertain stockholders named in Schedule 2 hereto (the “Selling Stockholders”) of Ceridian HCM Holding Inc., a Delaware corporation (the “Company”), propose to sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”) an aggregate of 7,717,347 shares of common stock, par value $0.01 per share, of the Company (collectively, 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”.
ONE GAS, INC. Underwriting Agreement April 29, 2020Underwriting Agreement • May 4th, 2020 • ONE Gas, Inc. • Natural gas distribution • New York
Contract Type FiledMay 4th, 2020 Company Industry JurisdictionONE Gas, Inc., an Oklahoma 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”), $300,000,000 aggregate principal amount of its 2.00% Senior Notes due 2030 (the “Securities”). The Securities will be issued pursuant to an Indenture dated as of January 27, 2014 (the “Base Indenture”) between the Company, and U.S. Bank National Association, as trustee (the “Trustee”), as amended and supplemented and as further supplemented by Supplemental Indenture No. 3 to be dated as of May 4, 2020 (the “Supplemental Indenture” and together with the Base Indenture, the “Indenture”).
ATMOS ENERGY CORPORATION 4,558,404 Shares of Common Stock Underwriting AgreementUnderwriting Agreement • December 1st, 2017 • Atmos Energy Corp • Natural gas distribution • New York
Contract Type FiledDecember 1st, 2017 Company Industry JurisdictionAtmos Energy Corporation, a Texas and Virginia corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule I hereto (the “Underwriters”) an aggregate of 4,558,404 shares of common stock, no par value, of the Company (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.”
RETAIL PROPERTIES OF AMERICA, INC. $250,000,000 4.00% Senior Notes Due 2025 Underwriting AgreementUnderwriting Agreement • March 12th, 2015 • Retail Properties of America, Inc. • Real estate investment trusts • New York
Contract Type FiledMarch 12th, 2015 Company Industry JurisdictionRetail Properties of America, Inc., a Maryland 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 $250,000,000 principal amount of the 4.00% Senior Notes due 2025 of the Company (the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of March 12, 2015 (the “Base Indenture”) between the Company and U.S. Bank National Association, as trustee (the “Trustee”), as supplemented by a first supplemental indenture to be dated as of March 12, 2015 by and between the Company and the Trustee (the “Supplemental Indenture,” and together with the Base Indenture, the “Indenture”).
TRINET GROUP, INC. [ ] Shares of Common Stock Underwriting AgreementUnderwriting Agreement • March 14th, 2014 • Trinet Group Inc • Services-business services, nec • New York
Contract Type FiledMarch 14th, 2014 Company Industry JurisdictionTriNet Group, 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 $0.000025 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 Company proposes to issue and sell, at the option of the Underwriters, up to an additional [ ] shares of common stock of the Company, and the Selling Stockholders propose to sell, at the option of the Underwriters, up to an additional [ ] shares of common stock of the Company (collectively, the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of comm
SYNOVUS FINANCIAL CORP. $300,000,000 7.875% Senior Notes due 2019 Underwriting AgreementUnderwriting Agreement • February 13th, 2012 • Synovus Financial Corp • National commercial banks • New York
Contract Type FiledFebruary 13th, 2012 Company Industry JurisdictionSynovus Financial Corp., a Georgia 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 $300,000,000 in principal amount of its 7.875% Senior Notes due 2019, to be issued under an indenture, to be dated as of February 13, 2012 (the “Indenture”) between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”) (the “Securities”).
UIL HOLDINGS CORPORATION 4.625% Notes due 2020 Underwriting AgreementUnderwriting Agreement • October 7th, 2010 • Uil Holdings Corp • Electric services • New York
Contract Type FiledOctober 7th, 2010 Company Industry JurisdictionThe issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling Banc of America Securities LLC toll-free at 1-800-294-1322, J.P. Morgan Securities LLC collect at 1-212-834-4533, or Morgan Stanley & Co. Incorporated toll-free at 1-866-718-1649.
UNDERWRITING AGREEMENT BRIGHTMAIL, INCORPORATED Shares of Common Stock Underwriting AgreementUnderwriting Agreement • April 29th, 2004 • Brightmail Inc • Services-prepackaged software • New York
Contract Type FiledApril 29th, 2004 Company Industry JurisdictionBrightmail, Incorporated, 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 $ per share, of the Company (the “Underwritten Shares”) and, for the sole purpose of covering over allotments in connection with the sale of the Underwritten Shares, at the option of the Underwriters, up to an additional shares of Common Stock, par value $ per share, of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”.