5,263,158 Shares1 CASELLA WASTE SYSTEMS, INC. Class A Common Stock UNDERWRITING AGREEMENTCasella Waste Systems Inc • June 15th, 2023 • Refuse systems • New York
Casella Waste Systems, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), an aggregate of 5,263,158 shares of its Class A Common Stock, par value $0.01 per share (the “Class A Common Stock”). The aggregate of 5,263,158 shares to be purchased from the Company are called the “Firm Shares.” In addition, the Company has agreed to sell to the Underwriters, upon the terms and conditions stated herein, up to an additional 789,473 shares of Class A Common Stock (the “Additional Shares”). The Firm Shares and the Additional Shares are collectively referred to in this Agreement as the “Shares.” Raymond James & Associates, Inc. and Stifel, Nicolaus & Company, Incorporated are acting as the representatives of the several Underwriters and in such capacity are referred to in this Agreement as the “Representatives.”
