Underwriting Agreement September 14, 2006Underwriting Agreement • September 15th, 2006 • Charlotte Russe Holding Inc • Retail-women's clothing stores • New York
Certain stockholders of Charlotte Russe Holding, Inc., a Delaware corporation (the “Company”), named in Schedule I(b) (the “Selling Stockholders”) propose, subject to the terms and conditions stated herein, to transfer and sell to the Underwriters named in Schedule I(a) hereto (the “Underwriters”) an aggregate of (a) 3,034,560 shares (the “Firm Common Shares”) of Common Stock, par value $0.01 per share, of the Company (the “Stock”) (b) warrants (the “Warrants”) to purchase 1,965,440 shares of Stock, and at the election of the Underwriters, up to 750,000 additional shares (the “Optional Common Shares”) of Stock. The Firm Common Shares and the Optional Common Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are collectively referred to herein as the “Common Shares”. The Common Shares and the shares of Stock issuable upon exercise of the Warrants are collectively referred to herein as the “Shares”.
