AVERY DENNISON CORPORATIONUnderwriting Agreement • March 1st, 2017 • Avery Dennison Corp • Converted paper & paperboard prods (no contaners/boxes) • New York
Contract Type FiledMarch 1st, 2017 Company Industry JurisdictionAvery Dennison Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 2 hereto (the “Underwriters”), for whom the underwriters named in Schedule 1 are acting as representatives (the “Representatives”), €500,000,000 principal amount of its 1.250% Senior Notes due 2025 (the “Notes”). The Notes will be issued pursuant to an Indenture dated as of November 20, 2007 (the “Base Indenture”) between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as supplemented by the Fourth Supplemental Indenture to be dated as of March 3, 2017 (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”) among the Company, the Trustee, The Bank of New York Mellon Trust Company, N.A., as transfer agent and registrar (the “Transfer Agent”) and The Bank of New York Mellon, London Branch, as paying agent and calculation agent (the “Paying Agent”). In connection with the iss