Lithia Motors, Inc. 4,000,000 Shares of Class A Common Stock Underwriting AgreementUnderwriting Agreement • October 9th, 2009 • Lithia Motors Inc • Retail-auto dealers & gasoline stations • New York
Lithia Motors, Inc., an Oregon corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), an aggregate of 4,000,000 shares of Class A Common Stock, no par value (“Class A Common Stock”), of the Company (the “Underwritten Shares”) and, at the option of the Underwriters, up to an additional 600,000 shares of Class A Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Class A Common Stock to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock”.
