Lumentum Holdings Inc.Purchase Agreement • March 8th, 2017 • Lumentum Holdings Inc. • Communications equipment, nec • New York
Lumentum Holdings Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions set forth in this agreement (this “Agreement”), to issue and sell to the Purchasers named in Schedule I hereto (the “Purchasers”), for whom Goldman, Sachs & Co. is acting as representative (the “Representative”), an aggregate of $400,000,000 principal amount of the 0.250% Convertible Senior Notes due 2024 (the “Firm Securities”), and, at the election of the Representative on behalf of the Purchasers, up to an aggregate of $50,000,000 additional aggregate principal amount of such 0.250% Convertible Senior Notes due 2024, solely to cover over-allotments (the “Optional Securities”). The Firm Securities and any Optional Securities that the Purchasers elect to purchase pursuant to Section 2 hereof are herein collectively called the “Securities”. The Securities will be convertible at the Company’s election into cash, shares of common stock of the Company, par value $0.001 per share (
