GT ADVANCED TECHNOLOGIES INC. COMMON STOCK, PAR VALUE $0.01 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • December 10th, 2013 • GT Advanced Technologies Inc. • Semiconductors & related devices • New York
GT ADVANCED TECHNOLOGIES INC. $190,000,000 Principal AmountUnderwriting Agreement • December 10th, 2013 • GT Advanced Technologies Inc. • Semiconductors & related devices • New York
GT Advanced Technologies Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule A annexed hereto (the “Underwriters”) for whom you are acting as representatives (the “Representatives”), $190,000,000 aggregate principal amount of its 3.00% Convertible Senior Notes due 2020 (the “Firm Notes”). In addition, the Company proposes to grant to the Underwriters the option to purchase from the Company up to an additional $24,000,000 aggregate principal amount of the Company’s 3.00% Convertible Senior Notes due 2020 (the “Additional Notes”). The Firm Notes and the Additional Notes are hereinafter collectively sometimes referred to as the “Notes.”
GT ADVANCED TECHNOLOGIES, INC. AND U.S. Bank National Association as Trustee Second Supplemental Indenture Dated as of December 10, 2013 to Indenture Dated as of September 28, 2012 3.00% Convertible Senior Notes due 2020GT Advanced Technologies Inc. • December 10th, 2013 • Semiconductors & related devices • New York
SECOND SUPPLEMENTAL INDENTURE dated as of December 10, 2013 (this “Second Supplemental Indenture”) between GT Advanced Technologies Inc., a Delaware corporation, as issuer (the “Company”, as more fully set forth in Section 1.01) and U.S. Bank National Association, a national banking association organized under the laws of the United States, as trustee (the “Trustee”, as more fully set forth in Section 1.01), supplementing the Indenture dated as of September 28, 2012, between the Company and the Trustee (the “Base Indenture” and, as amended and supplemented by the First Supplemental Indenture dated as of September 28, 2012 between the Company and Trustee (the “First Supplemental Indenture”) and this Second Supplemental Indenture, and as it may be further amended or supplemented from time to time with respect to the Notes, the “Indenture”).
