Purchase AgreementPurchase Agreement • May 16th, 2012 • Northeast Bancorp /Me/ • State commercial banks • New York
6,250,000 Shares NORTHEAST BANCORP Common Stock, par value $1.00 per share UNDERWRITING AND PLACEMENT AGREEMENTUnderwriting and Placement Agreement • May 16th, 2012 • Northeast Bancorp /Me/ • State commercial banks • New York
Subject to the terms and conditions stated herein, Northeast Bancorp, a Maine corporation (the “Company”), proposes to issue and sell to Sandler O’Neill & Partners, L.P. (referred to herein as the “Underwriter” except as otherwise provided) an aggregate of 5,306,537 shares (the “Firm Shares”), and, at the election of the Underwriter, the Company will issue and sell up to 795,980 additional shares (the “Optional Shares”), in each case, of the Company’s voting common stock, $1.00 par value (the “Voting Common Stock”) and the Company’s non-voting common stock, $1.00 par value (the “Non-Voting Common Stock,” together with the Voting Common Stock, the “Common Stock”). (The Firm Shares and the Optional Shares that the Underwriter elects to purchase pursuant to Section 2 hereof are herein collectively called the “Underwritten Shares”.) The Underwriter may elect that all or any portion of the Underwritten Shares issued and sold pursuant to this Agreement shall be Non-Voting Common Stock, subje
