WILLDAN GROUP, INC. UNDERWRITING AGREEMENT Up to 2,012,500 Shares of Common StockUnderwriting Agreement • October 9th, 2018 • Willdan Group, Inc. • Services-engineering services • New York
On October 1, 2018, the Company entered into an Agreement and Plan of Merger (as it may be amended from time to time, the “Merger Agreement”) by and among the Company, Luna Fruit, Inc., an indirect, wholly-owned subsidiary of the Company (“Merger Sub”), Lime Energy Co., a Delaware corporation (“Lime”), and Luna Stockholder Representative, LLC, a Delaware limited company, pursuant to which, among other things and subject to the satisfaction or waiver of specified conditions, Merger Sub will merge with and into Lime (the “Merger”), with Lime surviving the Merger as an indirect, wholly-owned subsidiary of the Company. For purposes of this Agreement, references to the “knowledge” or “awareness” (and words of similar import) of the Company shall be limited to the actual knowledge of the chief executive officer, president, chief financial officer or general counsel of the Company. Additionally, in connection with the Merger, on October 1, 2018, the Company entered into a Credit Agreement (th
