0001193125-17-212327 Sample Contracts

Canada Goose Holdings Inc. Subordinate Voting Shares Underwriting Agreement
Underwriting Agreement • June 26th, 2017 • Canada Goose Holdings Inc. • Apparel & other finishd prods of fabrics & similar matl • Ontario

The shareholders named in Schedule II hereto (the “Selling Shareholders”) of Canada Goose Holdings Inc., a British Columbia corporation (the “Company”), propose, subject to the terms and conditions stated herein, to sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 12,500,000 subordinate voting shares (“SV Shares”) of the Company and, at the election of the Underwriters, up to 1,875,000 additional SV Shares. The 12,500,000 SV Shares to be sold by the Selling Shareholders are herein called the “Firm Shares” and the 1,875,000 additional SV Shares to be sold by the Selling Shareholders are herein called the “Optional Shares”. The Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”.

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