WESTWOOD ONE, INC. 7,000,000 Shares Common Stock ($0.01 par value per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • November 17th, 2009 • Westwood One Inc /De/ • Services-amusement & recreation services • New York
Contract Type FiledNovember 17th, 2009 Company Industry JurisdictionWestwood One, Inc., a Delaware corporation (the “Company”), proposes to issue and sell, and each person or entity (each, a “Selling Stockholder”) identified as a Selling Stockholder in Schedule C annexed hereto, proposes to sell, to the underwriters named in Schedule A annexed hereto (the “Underwriters”), for whom you are acting as representatives, an aggregate of 7,000,000 shares (the “Firm Shares”) of common stock, $0.01 par value per share (the “Common Stock”), of the Company, of which 6,500,000 Firm Shares are to be issued and sold by the Company and an aggregate of 500,000 are to be sold by the Selling Stockholders. The number of Firm Shares to be sold by each Selling Stockholder is the number of Firm Shares set forth opposite the name of such Selling Stockholder in Schedule C annexed hereto. In addition, solely for the purpose of covering over-allotments, the Selling Stockholders propose to grant to the Underwriters the option to purchase from the Selling Stockholders up to an ad