9,000,000 Shares ONESPAWORLD HOLDINGS LIMITED Common Shares UNDERWRITING AGREEMENTUnderwriting Agreement • May 19th, 2023 • ONESPAWORLD HOLDINGS LTD • Services-membership sports & recreation clubs
The shareholders named in Schedule II hereto (the “Selling Shareholders”) of OneSpaWorld Holdings Limited, an international business company incorporated under the laws of the Commonwealth of The Bahamas (the “Company”), propose to sell to the several underwriters named in Schedule I hereto (the “Underwriters”) for whom you are acting as representatives (the “Representatives”), an aggregate of 9,000,000common shares (the “Firm Shares”), par value $0.0001 per share, of the Company (“Common Shares”), in the respective amounts set forth opposite their respective names in Schedule II hereto. Steiner Leisure Limited, an international business company organized under the laws of the Commonwealth of The Bahamas (“Steiner Leisure”) also proposes to sell to the several Underwriters, at the option of the Underwriters, up to an additional 1,350,000 Common Shares (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter referred to collectively as the “Shares”.
