TTM TECHNOLOGIES, INC. AND AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, as Trustee INDENTURE Dated as of December 20, 2013 1.75% Convertible Senior Notes due 2020Indenture • December 20th, 2013 • TTM Technologies Inc • Printed circuit boards • New York
INDENTURE, dated as of December 20, 2013, between TTM TECHNOLOGIES, INC., a Delaware corporation, as issuer (the “Company”, as more fully set forth in Section 1.01) and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC, a New York limited liability trust company, as trustee (the “Trustee”, as more fully set forth in Section 1.01).
TTM Technologies, Inc.Underwriting Agreement • December 20th, 2013 • TTM Technologies Inc • Printed circuit boards • New York
TTM Technologies, Inc., a Delaware 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 Representatives (the “Representatives”), an aggregate of $220,000,000 principal amount of its 1.75% Convertible Senior Notes due 2020 (the “Firm Securities”), and, at the option of the Underwriters, up to an additional aggregate of $30,000,000 principal amount of its 1.75% Convertible Senior Notes due 2020 (the “Additional Securities”). The Firm Securities and the Additional Securities are herein referred to as the “Securities.” The Securities will be issued pursuant to an Indenture dated as of December 20, 2013 (the “Indenture”), between the Company and American Stock Transfer & Trust Company, LLC (the “Trustee”). The Securities will be convertible into cash, shares (the “Underlying Securities”) of common stock of the Company, par value $0.001 per share (the “Common Stock”) or a combination o
JPMorgan Chase Bank, National Association London Branch Canary Wharf London E14 5JP EnglandBase Call Option Transaction • December 20th, 2013 • TTM Technologies Inc • Printed circuit boards • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between JPMorgan Chase Bank, National Association, London Branch (“Dealer”) and TTM Technologies, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction.
RBC Capital Markets, LLC New York, New York 10281 Telephone: (212) 858-7000Warrant Agreement • December 20th, 2013 • TTM Technologies Inc • Printed circuit boards • New York
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Warrants issued by TTM Technologies, Inc. (“Company”) to Royal Bank of Canada (“Dealer”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. This Confirmation shall replace any previous agreements and serve as the final documentation for the Transaction.
