ESCO Corporation Class A Common Stock, no par value per share Underwriting AgreementUnderwriting Agreement • May 18th, 2012 • ESCO Corp • Mining machinery & equip (no oil & gas field mach & equip) • New York
ESCO Corporation, an Oregon corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”), for whom Goldman, Sachs & Co. and Morgan Stanley & Co. LLC are acting as representatives (the “Representatives”), an aggregate of [·] shares and, at the election of the Underwriters, up to [·] additional shares of Class A Common Stock, (“Stock”) of the Company and the stockholders of the Company named in Schedule III hereto (the “Selling Stockholders”) propose, subject to the terms and conditions stated herein, to sell to the Underwriters an aggregate of [·] shares of Stock. The aggregate of [·] shares to be sold by the Company and the Selling Stockholders is herein called the “Firm Shares” and the aggregate of [·] additional shares to be sold by the Company is herein called the “Optional Shares”. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant
