Accelerated Share Repurchase Agreement Sample Contracts

EX-10.1 3 dex101.htm ACCELERATED SHARE REPURCHASE AGREEMENT EXECUTION COPY ACCELERATED SHARE REPURCHASE AGREEMENT November 4, 2005 Northrop Grumman Corporation Los Angeles, CA 90067 Credit Suisse, New York Branch Eleven Madison Avenue New York, NY 10010
Accelerated Share Repurchase Agreement • May 5th, 2020 • New York

THIS AGREEMENT (this “Agreement”) is made as of this 4th day of November, 2005, between CREDIT SUISSE, NEW YORK BRANCH (“Seller”), and Northrop Grumman Corporation, a Delaware corporation (Symbol: “NOC”) (“Buyer”).

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Accelerated Share Repurchase
Accelerated Share Repurchase Agreement • December 2nd, 2021
CONFIDENTIAL TREATMENT REQUESTED
Accelerated Share Repurchase Agreement • November 7th, 2012 • Lexmark International Inc /Ky/ • Computer & office equipment • New York
Contract
Accelerated Share Repurchase Agreement • February 3rd, 2012 • Lexmark International Inc /Ky/ • Computer & office equipment • New York
EXECUTION COPY The Clorox Company 1221 Broadway Oakland, CA 94612-1888 August 10, 2007
Accelerated Share Repurchase Agreement • November 1st, 2007 • Clorox Co /De/ • Specialty cleaning, polishing and sanitation preparations • New York
ACCELERATED SHARE REPURCHASE AGREEMENT
Accelerated Share Repurchase Agreement • August 1st, 2007 • Northrop Grumman Corp /De/ • Search, detection, navagation, guidance, aeronautical sys • New York

THIS AGREEMENT (this “Agreement”) is made as of this 30th day of July, 2007, between JPMorgan Chase Bank, National Association, London Branch (“Seller”), and Northrop Grumman Corporation, a Delaware corporation (Symbol: “NOC”) (“Buyer”).

Re: Accelerated Share Repurchase
Accelerated Share Repurchase Agreement • November 9th, 2005 • Apria Healthcare Group Inc • Services-home health care services • New York

This letter (the “Letter Agreement”) sets forth the agreement we have reached with respect to a transaction between Citibank, N.A. (“Citibank”), acting through Citigroup Global Markets Inc. #147;CGMI”) as agent (collectively with Citibank, “Citigroup”), and Apria Healthcare Group Inc. (the “Company”) in relation to shares of the Company’s common stock, par value $0.001 per share (the “Common Stock”). THE COUNTERPARTY TO THE COMPANY IN THIS TRANSACTION IS CITIBANK, N.A. WHICH IS NOT REGISTERED AS A BROKER-DEALER UNDER THE SECURITIES EXCHANGE ACT OF 1934. CITIGROUP GLOBAL MARKETS INC. IS ACTING AS AGENT FOR CITIBANK, N.A. IN CONNECTION WITH THIS TRANSACTION.

Accelerated Share Repurchase Schedule of Standard Terms and Conditions (this “Schedule”)
Accelerated Share Repurchase Agreement • July 31st, 2007 • International Business Machines Corp • Computer & office equipment • New York
April 25, 2013 Re: Accelerated Share Repurchase
Accelerated Share Repurchase Agreement • April 29th, 2013 • Lear Corp • Motor vehicle parts & accessories • New York

This letter (the “Letter Agreement”) sets forth the agreement we have reached with respect to a transaction between Citibank, N.A. (“Dealer”), and Lear Corporation (the “Company”) in relation to shares of the Company’s common stock, par value USD 0.01 (the “Common Stock”).

AGREEMENT DATED JULY 31, 2008 BETWEEN UNUM GROUP AND DEUTSCHE BANK AG, LONDON BRANCH FOR AN ACCELERATED SHARE REPURCHASE TRANSACTION
Accelerated Share Repurchase Agreement • October 31st, 2008 • Unum Group • Accident & health insurance • New York
SUNCOKE ENERGY, INC. SIGNS $20 MILLION ACCELERATED SHARE REPURCHASE AGREEMENT
Accelerated Share Repurchase Agreement • January 29th, 2015 • SunCoke Energy, Inc. • Steel works, blast furnaces & rolling mills (coke ovens)

This $20 million ASR agreement is part of the $150 million share repurchase program authorized by SXC’s Board of Directors in July 2014. Under this program we previously completed a $75 million ASR of common stock in October 2014.

ACCELERATED SHARE REPURCHASE AGREEMENT
Accelerated Share Repurchase Agreement • August 11th, 2005 • NRG Energy, Inc. • Electric services • New York

THIS AGREEMENT (this “Agreement”) is made as of this 11th day of August, 2005, among CREDIT SUISSE FIRST BOSTON CAPITAL LLC (“Seller”), NRG Energy, Inc., a Delaware corporation (Symbol: “NRG”) (“Buyer”), and CREDIT SUISSE FIRST BOSTON LLC, as agent (in such capacity, the “Agent”) hereunder.

Contract
Accelerated Share Repurchase Agreement • May 5th, 2020

EX-10.17 4 b70216akexv10w17.htm EX-10.17 ACCELERATED SHARE REPURCHASE AGREEMENT, DATED AS OF FEBRUARY 7, 2008, BETWEEN MORGAN STANLEY & CO. INCORPORATED AND ALKERMES, INC. EXHIBIT 10.17

Lexmark International, Inc.
Accelerated Share Repurchase Agreement • September 3rd, 2008 • Lexmark International Inc /Ky/ • Computer & office equipment • New York
Contract
Accelerated Share Repurchase Agreement • May 6th, 2010 • Sara Lee Corp • Food and kindred products • New York

CONFIDENTIAL MATERIAL APPEARING IN THIS DOCUMENT HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION IN ACCORDANCE WITH THE SECURITIES ACT OF 1933, AS AMENDED, AND RULE 24B-2 PROMULGATED THEREUNDER. OMITTED INFORMATION HAS BEEN REPLACED WITH ASTERISKS (**).

EDWARDS LIFESCIENCES ENTERS INTO ACCELERATED SHARE REPURCHASE AGREEMENT
Accelerated Share Repurchase Agreement • May 1st, 2018 • Edwards Lifesciences Corp • Orthopedic, prosthetic & surgical appliances & supplies

Irvine, CA, May 1, 2018 – Edwards Lifesciences Corporation (NYSE: EW), the global leader in patient-focused innovations for structural heart disease and critical care monitoring, announced today that it entered into an accelerated share repurchase (ASR) agreement to repurchase an aggregate of $400 million of Edwards’ common stock. Under the terms of this ASR agreement, Edwards will receive approximately 2.5 million shares in May 2018. The final number of shares to be repurchased will be based on the volume weighted average share price during the term of the agreement.

Re: Accelerated Share Repurchase
Accelerated Share Repurchase Agreement • May 5th, 2006 • Amerus Group Co/Ia • Life insurance • New York

This letter (the “Letter Agreement”) sets forth the agreement we have reached with respect to a transaction between Citibank, N.A. (“Citibank”) and AmerUs Group Co. (the “Company”) in relation to shares of the Company’s common stock, par value $0.01 (the “Common Stock”).

Contract
Accelerated Share Repurchase Agreement • October 22nd, 2008 • Lexmark International Inc /Ky/ • Computer & office equipment • New York
Accelerated Share Repurchase
Accelerated Share Repurchase Agreement • March 13th, 2022

An accelerated share repurchase (ASR) allows a firm to reduce the number of outstanding shares at a fixed cost, that can reduce any potential threats from the large shareholders for increasing their control of the company at significant levels.

EX-99.7 9 accelsharerep.htm ACCELERATED SHARE REPURCHASE AGREEMENT November 7, 2007 Nu Skin Enterprises, Inc. 75 West Center Street Provo, UT 84601 Ladies and Gentlemen: The purpose of this letter agreement (this “Confirmation”) is to confirm the...
Accelerated Share Repurchase Agreement • May 5th, 2020 • Delaware

This Confirmation evidences a complete and binding agreement between the Seller and the Purchaser as to the terms of the Transaction to which this Confirmation relates. This Confirmation shall supplement, form a part of, and be subject to an agreement in the form of the 2002 ISDA Master Agreement (the “Agreement”) as if the Seller and the Purchaser had executed an agreement in such form (but without any Schedule except for the election of the laws of the State of New York as the governing law) on the Trade Date. In the event of any inconsistency between provisions of that Agreement and this Confirmation, this Confirmation will prevail for the purpose of the Transaction to which this Confirmation relates. The parties hereby agree that no Transaction other than the Transaction to which this Confirmation relates shall be governed by the Agreement.

Contract
Accelerated Share Repurchase Agreement • April 9th, 2007 • United States Cellular Corp • Radiotelephone communications • New York

Exhibit 10.1 EXECUTION VERSION United States Cellular Corporation c/o Telephone and Data Systems, Inc. 30 North LaSalle, Suite 4000 Chicago, IL 60602 April 4, 2007 Re: Accelerated Share Repurchase Ladies and Gentlemen: This letter (the “Letter Agreement”) sets forth the agreement we have reached with respect to a transaction between Citigroup Global Markets Limited (“Citigroup”), acting through Citigroup Global Markets Inc. (“CGMI”) as agent, and United States Cellular Corporation (the “Company”) in relation to shares of the Company’s Common Shares, par value $1.00 (the “Common Stock”). Citigroup is authorized and regulated by the Financial Services Authority. Citigroup is entering into this Transaction as principal and not as an agent for any other party. CGMI MAY HAVE ACTED AS AGENT IN CONNECTION WITH THIS TRANSACTION. CITIGROUP IS NOT REGISTERED AS A BROKER-DEALER UNDER THE SECURITIES AND EXCHANGE ACT OF 1934, AS AMENDED. CITIGROUP IS YOUR COUNTERPARTY TO THIS TRANSACTION. IF CGMI

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