Advanced Drainage Systems, Inc. Common Stock, $0.01 par value per share UNDERWRITING AGREEMENTUnderwriting Agreement • December 1st, 2014 • Advanced Drainage Systems, Inc. • Plastics foam products • New York
ASP ADS Investco LLC, a stockholder (the “Selling Stockholder”) of Advanced Drainage Systems, Inc., a Delaware corporation (the “Company”), proposes to sell an aggregate of [ — ] shares (the “Firm Stock”) of the Company’s common stock, par value $0.01 per share (the “Common Stock”). In addition, the Selling Stockholder proposes to grant to the underwriters (the “Underwriters”) named in Schedule I attached to this agreement (this “Agreement”) options to purchase up to an aggregate of [ — ] additional shares of the Common Stock on the terms set forth in Section 3 (the “Option Stock”). The Firm Stock and the Option Stock, if purchased, are hereinafter collectively called the “Stock”. This Agreement is to confirm the agreement concerning the purchase of the Stock from the Selling Stockholder by the Underwriters.
