5,400,000 Shares* TRANSWITCH CORPORATION Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • May 17th, 2011 • Transwitch Corp /De • Semiconductors & related devices • New York
TranSwitch Corporation, a Delaware corporation (the “Company”), proposes to issue and sell 5,400,000 shares (the “Firm Shares”) of the Company’s common stock, $0.001 par value per share (the “Common Stock”), to you and to the several other Underwriters named in Schedule I hereto (collectively, the “Underwriters”), for whom you are acting as representative (the “Representative”). The Company has also agreed to grant to you and the other Underwriters an option (the “Option”) to purchase up to an additional 810,000 shares of Common Stock, on the terms and for the purposes set forth in Section 1(b) (the “Option Shares”). The Firm Shares and the Option Shares are referred to collectively herein as the “Shares.”
