CAESARSTONE SDOT-YAM LTD. [ ] Ordinary Shares Underwriting AgreementUnderwriting Agreement • March 6th, 2012 • CaesarStone Sdot-Yam Ltd. • Cut stone & stone products • New York
Caesarstone Sdot-Yam Ltd., a company organized under the laws of the State of Israel (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [ ] ordinary shares, par value NIS [ ] per share, of the Company, and certain shareholders of the Company named in Schedule 2 hereto (the “Selling Shareholders”) propose to sell to the several Underwriters an aggregate of [ ] ordinary shares of the Company (collectively, the “Underwritten Shares”). In addition, the Selling Shareholders propose to sell, at the option of the Underwriters, up to an additional [ ] ordinary shares of the Company as and to the extent indicated in Schedule 2 hereto (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The ordinary shares of the Company to be outstanding after giving effect to the sale of the Shares are
