STANDARDAERO, INC. [●] Shares of Common Stock Underwriting AgreementUnderwriting Agreement • September 23rd, 2024 • StandardAero, Inc. • Aircraft engines & engine parts • New York
StandardAero, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of [●] shares (the “Underwritten Shares”) of common stock, par value $0.01 per share, of the Company (the “Common Stock”). In addition, certain stockholders of the Company named in Schedule 2 hereto (the “Selling Stockholders”) propose to sell, at the option of the Underwriters, up to an additional [●] shares of Common Stock of the Company (collectively, the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares”. The shares of Common Stock to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”
AMENDED AND RESTATED CONSULTING SERVICES AGREEMENTConsulting Services Agreement • September 23rd, 2024 • StandardAero, Inc. • Aircraft engines & engine parts • Delaware
This Amended and Restated Consulting Services Agreement (this “Agreement”), dated as of [ • ], 2024, is being entered into by and between Dynasty Acquisition Co., Inc., a Delaware corporation (the “Company”), and Carlyle Investment Management L.L.C., a Delaware limited liability company (the “Consultant”).
