Convertible Senior Notes due 2021 Repligen Corporation UNDERWRITING AGREEMENTUnderwriting Agreement • May 20th, 2016 • Repligen Corp • Biological products, (no disgnostic substances) • New York
Contract Type FiledMay 20th, 2016 Company Industry JurisdictionRepligen Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) for whom you are acting as representative (the “Representative”) an aggregate principal amount, as set forth on a term sheet substantially in the form of Schedule III hereto (the “Pricing Term Sheet”), of its Convertible Senior Notes due 2021 (the “Firm Securities”). The Company also proposes to sell to the several Underwriters, at the option of the Underwriters, up to an additional principal amount as set forth the Pricing Term Sheet, of its Convertible Senior Notes due 2021 (the “Option Securities”). The Firm Securities and the Option Securities are hereinafter referred to collectively as the “Securities”. The Securities will be convertible into cash, shares of common stock of the Company, par value $0.01 per share (the “Common Stock”), or a combination of cash and shares of Common Stock (any shares of Common Stock issuab