Dealer’s name and address]Call Option Transaction • November 17th, 2017 • Rambus Inc • Semiconductors & related devices
RAMBUS INC., as Issuer U.S. BANK NATIONAL ASSOCIATION, as Trustee 1.375% CONVERTIBLE SENIOR NOTES DUE 2023 INDENTURE DATED AS OF NOVEMBER 17, 2017Indenture • November 17th, 2017 • Rambus Inc • Semiconductors & related devices • New York
THIS INDENTURE, dated as of November 17, 2017, is between Rambus Inc., a Delaware corporation (the “Company”), and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).
RAMBUS INC.Purchase Agreement • November 17th, 2017 • Rambus Inc • Semiconductors & related devices • New York
Rambus Inc., a Delaware corporation (the “Company”), proposes, upon the terms and conditions set forth in this agreement (this “Agreement”), to issue and sell to you, as the initial purchasers (the “Initial Purchasers”) for whom Barclays Capital Inc. (“Barclays”), Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc. are acting as representatives (in such capacity, the “Representatives”), $150,000,000 in aggregate principal amount of its 1.375% Convertible Senior Notes due 2023 (the “Firm Notes”). The Firm Notes will (i) have terms and provisions that are summarized in the Offering Memorandum (as defined herein), and (ii) are to be issued pursuant to an Indenture (the “Indenture”) to be entered into between the Company and U.S. Bank National Association, as trustee (the “Trustee”). The Company also proposes to issue and sell to the Initial Purchasers, not more than an additional $22,500,000 of its 1.375% Convertible Senior Notes due 2023 (the “Additional Notes”) if and t
