Portillo’s Inc. Class A Common Stock, Par Value $0.01 Per Share Underwriting AgreementUnderwriting Agreement • November 17th, 2022 • Portillo's Inc. • Retail-eating places • New York
Portillo’s Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated in this agreement (this “Agreement”), to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof, and to the extent there is only a single underwriter, the term “Underwriters” shall be deemed to refer to the single Underwriter, mutatis mutandis) an aggregate of 8,000,000 shares (the “Firm Shares”) and, at the election of the Underwriters, up to 1,200,000 additional shares (the “Optional Shares”) of Class A common stock, par value $0.01 per share (“Stock”), of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof being collectively called the “Shares”).
STOCK AND UNIT PURCHASE AGREEMENTStock and Unit Purchase Agreement • November 17th, 2022 • Portillo's Inc. • Retail-eating places • Delaware
THIS STOCK AND UNIT PURCHASE AGREEMENT (this “Agreement”) is entered into as of November 11, 2022 by and among Portillo’s Inc., a Delaware corporation (the “Company”), and certain persons listed on Schedule I hereto (each such securityholder a “Seller” and collectively, the “Sellers”).
