ITRON, INC. 3,888,889 Shares of Common Stock (no par value) Underwriting AgreementUnderwriting Agreement • March 12th, 2021 • Itron, Inc. • Instruments for meas & testing of electricity & elec signals • New York
ITRON, INC. as Issuer AND as Trustee INDENTURE Dated as of March 12, 2021Indenture • March 12th, 2021 • Itron, Inc. • Instruments for meas & testing of electricity & elec signals • New York
INDENTURE, dated as of March 12, 2021, between Itron, Inc., a Washington corporation, as issuer (the “Company,” as more fully set forth in Section 1.01), and U.S. Bank National Association, a national banking corporation, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
Dealer Name] [Dealer Address]Call Option Transaction • March 12th, 2021 • Itron, Inc. • Instruments for meas & testing of electricity & elec signals
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between [Dealer Name] (“Dealer”) and Itron, Inc. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
Exhi [Dealer Name] [Dealer Address]Warrant Agreement • March 12th, 2021 • Itron, Inc. • Instruments for meas & testing of electricity & elec signals
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the Warrants issued by Itron, Inc. (“Company”) to [Dealer Name] (“Dealer”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Company and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
ContractCredit Agreement • March 12th, 2021 • Itron, Inc. • Instruments for meas & testing of electricity & elec signals • New York
AMENDMENT NO. 3 dated as of March 8, 2021 (this “Amendment”), to the SECOND AMENDED AND RESTATED CREDIT AGREEMENT dated as of January 5, 2018 (as amended, supplemented or otherwise modified from time to time, the “Credit Agreement”; capitalized terms used and not defined herein shall have the meanings assigned to such terms in the Credit Agreement), among ITRON, INC., a Washington corporation (the “Company”), the FOREIGN BORROWERS and GUARANTORS party thereto, the LENDERS and ISSUING LENDERS party thereto and WELLS FARGO BANK, NATIONAL ASSOCIATION (“Wells Fargo”), as Administrative Agent (in such capacity, the “Administrative Agent”).
