KRATOS DEFENSE & SECURITY SOLUTIONS, INC. COMMON STOCK, PAR VALUE $0.001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • November 18th, 2016 • Kratos Defense & Security Solutions, Inc. • Guided missiles & space vehicles & parts • New York
Kratos Defense & Security Solutions, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule A hereto (together, the “Underwriters”), for whom Canaccord Genuity Inc. and B. Riley & Co., LLC are acting as representatives (together and in such capacity, the “Representatives”), pursuant to the terms of this Underwriting Agreement (this “Agreement”), an aggregate of 11,670,000 shares (the “Firm Shares”) of common stock, $0.001 par value per share (the “Common Stock”), of the Company. In addition, solely for the purpose of covering over-allotments, the Company proposes to grant to the Underwriters the option to purchase from the Company up to an additional 1,750,500 shares of Common Stock (the “Additional Shares”). The Firm Shares and, if and to the extent such option is exercised, the Additional Shares are hereinafter collectively referred to as the “Shares.” The Shares are described in the Prospectus referred to below.
