EXHIBIT (l)(8)
CALAMOS INVESTMENT TRUST
SUBSCRIPTION AGREEMENT
1. The undersigned agrees to purchase from Calamos Investment Trust (the
"Trust") the number of shares (the "Shares") of the Trust's Calamos
International Growth Fund (the "Fund"), without par value, set forth at the end
of this Agreement on the terms and conditions set forth herein and in the
Preliminary Prospectus ("Preliminary Prospectus") described below, and hereby
tenders the amount of the price required to purchase these Shares at the price
set forth at the end of this Agreement. The undersigned understands that the
Trust has prepared a registration statement or an amendment thereto for filing
with the Securities and Exchange Commission on Form N-1A, which contains the
Preliminary Prospectus which describes the Trust, the Fund and the Shares. By
its signature hereto, the undersigned hereby acknowledges receipt of a copy of
the Preliminary Prospectus. The undersigned recognizes that the Fund will not be
fully operational until such time as it commences the public offering of its
shares. Accordingly, a number of features of the Fund described in the
Preliminary Prospectus, including, without limitation, the declaration and
payment of dividends, and redemption of shares upon request of shareholders, are
not, in fact, in existence at the present time and will not be instituted until
the Fund's registration under the Securities Act of 1933 is made effective.
2. The undersigned hereby represents and warrants as follows:
(a) It is aware that no Federal or state agency has made any
findings or determination as to the fairness for investment, nor any
recommendation or endorsement, of the Shares;
(b) It has such knowledge and experience of financial and business
matters as will enable it to utilize the information made available
to it in connection with the offering of the Shares, to evaluate the
merits and risks of the prospective investment and to make an
informed investment decision;
(c) It recognizes that the Fund has no financial or operating
history and, further, that investment in the Fund involves certain
risks, and it has taken full cognizance of and understands all of
the risks related to the purchase of the Shares, and it acknowledges
that it has suitable financial resources and anticipated income to
bear the economic risk of such an investment;
(d) It is purchasing the Shares for its own account, for investment,
and not with any present intention of redemption, distribution, or
resale of the Shares, either in whole or in part;
(e) It will not sell the Shares purchased by it without registration
of the Shares under the Securities Act of 1933 or exemption
therefrom;
(f) This Agreement and the Preliminary Prospectus and such material
documents relating to the Fund as it has requested have been
provided to it by the Trust and have been reviewed carefully by it;
and
(g) It has also had the opportunity to ask questions of, and receive
answers from, representatives of the Trust concerning the Fund and
the terms of the offering.
3. The undersigned recognizes that the Trust reserves the unrestricted right to
reject or limit any subscription and to close the offer at any time.
Number of Shares of the Fund: 2,480,000 Class A shares at a subscription price
of $10.00 per share, 10,000 Class B shares at a subscription price of $10.00 per
share, and 10,000 Class C shares at a subscription price of $10.00 per share
for an aggregate price of $25,000,000.00 for the Calamos International Growth
Fund.
IN WITNESS WHEREOF, the undersigned has executed this instrument this 13th day
of December, 2004.
CALAMOS HOLDINGS LLC
By: /s/ Xxxxx X. Xxxxxx, Xx.
-------------------------------------
Xxxxx X. Xxxxxx, Xx., Executive
Vice President, General Counsel and
Secretary
