SQUARE, INC. AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A. as Trustee INDENTURE Dated as of May 25, 2018 0.50% Convertible Senior Notes due 2023Indenture • May 25th, 2018 • Square, Inc. • Services-prepackaged software • New York
INDENTURE, dated as of May 25, 2018, between SQUARE, INC., a Delaware corporation, as issuer (the “Company”, as more fully set forth in Section 1.01) and THE BANK OF NEW YORK MELLON TRUST COMPANY, a national banking association, as trustee (the “Trustee”, as more fully set forth in Section 1.01).
Dealer Name] [Dealer Address]Square, Inc. • May 25th, 2018 • Services-prepackaged software • New York
Square, Inc.Purchase Agreement • May 25th, 2018 • Square, Inc. • Services-prepackaged software • New York
Square, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this purchase agreement (this “Agreement”), to issue and sell to the Purchaser named in Schedule I hereto (the “Purchaser”), an aggregate of $750,000,000 principal amount of its 0.50% Convertible Senior Notes due 2023 (the “Firm Securities”), and at the option of the Purchaser, up to an aggregate of $112,500,000 additional principal amount of 0.50% Convertible Senior Notes due 2023, solely to cover over-allotments (the “Optional Securities”). The Firm Securities and the Optional Securities are herein collectively called the “Securities”. The Securities will be convertible into cash, shares (the “Underlying Shares”) of Class A common stock of the Company, par value $0.0000001 per share (the “Class A Common Stock”) or a combination of cash and Underlying Shares, at the Company’s election.
