Underwriting AgreementUnderwriting Agreement • January 17th, 2025 • Adobe Inc. • Services-prepackaged software • New York
Contract Type FiledJanuary 17th, 2025 Company Industry JurisdictionAdobe 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 (collectively, the “Representatives”), $800,000,000 aggregate principal amount of its 4.750% Notes due 2028 (the “2028 Notes”), $700,000,000 aggregate principal amount of its 4.950% Notes due 2030 (the “2030 Notes”) and $500,000,000 aggregate principal amount of its 5.300% Notes due 2035 (the “2035 Notes” and, together with the 2028 Notes and the 2030 Notes, the “Securities”), having the terms set forth in Schedule 3 hereto. The Securities will be issued pursuant to an Indenture dated as of January 17, 2025, by and between the Company and Computershare Trust Company, N.A., as trustee.
Associated Banc-Corp 12,000,000 Shares of Associated Banc-Corp Common Stock Underwriting AgreementUnderwriting Agreement • November 18th, 2024 • Associated Banc-Corp • State commercial banks • New York
Contract Type FiledNovember 18th, 2024 Company Industry JurisdictionThis letter (the “Lock-Up Agreement”) is being delivered to you in connection with the proposed Underwriting Agreement (the “Underwriting Agreement”), among Associated Banc-Corp, a bank holding company registered pursuant to the Bank Holding Company Act of 1956, as amended (the “BHCA”), and a Wisconsin corporation (the “Company”), and each of you as underwriters (the “Underwriters”), relating to an underwritten public offering (the “Offering”) of common shares in the share capital of the Company, par value $0.01 per share (the “Securities”), pursuant to an automatic Registration Statement on Form S-3ASR (File No. 333-280004) filed with the Securities and Exchange Commission (the “Commission”).
Flex Ltd. $500,000,000 5.250% Notes due 2032 Underwriting AgreementUnderwriting Agreement • August 21st, 2024 • Flex Ltd. • Printed circuit boards • New York
Contract Type FiledAugust 21st, 2024 Company Industry JurisdictionFlex Ltd., a Singapore incorporated public company limited by shares and having company registration no. 199002645H, acting (subject to Section 16(m) hereof) through its Bermuda branch having a principal place of business from which it conducts operations in accordance with its permit located at 16 Par-la-Ville Road, Hamilton HM08 Bermuda (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”), $500,000,000 principal amount of its 5.250% Notes due 2032 (the “Securities”). The Securities will be issued pursuant to an Indenture dated as of June 6, 2019 (the “Base Indenture”) between the Company and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”), as successor in interest to U.S. Bank National Association, as amended by a Sixth Supplemental Indenture to be dated as of the Closing Date (as defined below) (the “Sixth Supplemental Inde
Underwriting AgreementUnderwriting Agreement • April 4th, 2024 • Adobe Inc. • Services-prepackaged software • New York
Contract Type FiledApril 4th, 2024 Company Industry JurisdictionAdobe 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 (collectively, the “Representatives”), $500,000,000 aggregate principal amount of its 4.850% Notes due 2027 (the “2027 Notes”), $750,000,000 aggregate principal amount of its 4.800% Notes due 2029 (the “2029 Notes”) and $750,000,000 aggregate principal amount of its 4.950% Notes due 2034 (the “2034 Notes” and, together with the 2027 Notes and the 2029 Notes, the “Securities”), having the terms set forth in Schedule 3 hereto. The Securities will be issued pursuant to an Indenture dated as of January 25, 2010, by and between the Company and Computershare Trust Company, N.A., as successor to Wells Fargo Bank, National Association, as trustee.
AVERY DENNISON CORPORATION Underwriting AgreementUnderwriting Agreement • March 6th, 2020 • Avery Dennison Corp • Converted paper & paperboard prods (no contaners/boxes) • New York
Contract Type FiledMarch 6th, 2020 Company Industry JurisdictionAvery Dennison Corporation, a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 2 hereto (the “Underwriters”), for whom the underwriters named in Schedule 1 are acting as representatives (the “Representatives”), $500,000,000 aggregate principal amount of its 2.650% Senior Notes due 2030 (the “Notes”). The Notes will be issued pursuant to an Indenture, dated as of November 20, 2007 (the “Base Indenture”), between the Company and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as supplemented by the Sixth Supplemental Indenture to be dated as of March 11, 2020 (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”) among the Company and the Trustee.
100,000,000 Associated Banc-Corp 4,000,000 Depositary Shares Each Representing a 1/40th Interest in a Share of Underwriting AgreementUnderwriting Agreement • September 20th, 2018 • Associated Banc-Corp • State commercial banks • New York
Contract Type FiledSeptember 20th, 2018 Company Industry JurisdictionAssociated Banc-Corp, a bank holding company registered pursuant to the Bank Holding Company Act of 1956, as amended (the “BHCA”), and a Wisconsin 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”), 100,000 shares (the “Preferred Shares”) of the Company’s 5.875% Non-Cumulative Perpetual Preferred Stock, Series E (the “Series E Preferred Stock”), which are represented by 4,000,000 depositary shares (the “Depositary Shares” and, together with the Preferred Shares, the “Securities”). The Securities will be deposited against delivery of Depositary Receipts (the “Depositary Receipts”) evidencing the Depositary Shares that are to be issued by Equiniti Trust Company, as depositary (the “Depositary”) under the Deposit Agreement (the “Deposit Agreement,” and together with the Securities and this Agreement, the “Transaction Documents”) to be entere
ORACLE CORPORATION Debt Securities Underwriting Agreement Standard ProvisionsUnderwriting Agreement • March 21st, 2018 • Oracle Corp • Services-prepackaged software • New York
Contract Type FiledMarch 21st, 2018 Company Industry JurisdictionFrom time to time, Oracle Corporation, a Delaware corporation (the “Company”), may enter into one or more underwriting agreements in the form of Annex A hereto that incorporate by reference these Standard Provisions (collectively with these Standard Provisions, an “Underwriting Agreement”) that provide for the sale of the securities designated in such Underwriting Agreement (the “Securities”) to the several Underwriters named therein (the “Underwriters”), for whom the Underwriter(s) named therein shall act as representative (the “Representative”). The Underwriting Agreement, including these Standard Provisions, is sometimes referred to herein as this “Agreement”. The Securities will be issued pursuant to an Indenture dated as of January 13, 2006 (the “Base Indenture”) by and among the Company (formerly known as Ozark Holding Inc.), Oracle Systems Corporation (formerly known as Oracle Corporation) and Citibank, N.A., as amended by the First Supplemental Indenture dated as of May 9, 2007
CRANE CO. Debt Securities Underwriting AgreementUnderwriting Agreement • February 5th, 2018 • Crane Co /De/ • Miscellaneous fabricated metal products • New York
Contract Type FiledFebruary 5th, 2018 Company Industry Jurisdiction
THE SHERWIN-WILLIAMS COMPANY $1,500,000,000 2.250% Senior Notes due 2020 $1,250,000,000 2.750% Senior Notes due 2022 $500,000,000 3.125% Senior Notes due 2024 $1,500,000,000 3.450% Senior Notes due 2027 $1,250,000,000 4.500% Senior Notes due 2047...Underwriting Agreement • May 16th, 2017 • Sherwin Williams Co • Retail-building materials, hardware, garden supply • New York
Contract Type FiledMay 16th, 2017 Company Industry JurisdictionThe Sherwin-Williams Company, an Ohio 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”), $1,500,000,000 principal amount of its 2.250% Senior Notes due 2020 (the “2020 Notes”), $1,250,000,000 principal amount of its 2.750% Senior Notes due 2022 (the “2022 Notes”), $500,000,000 principal amount of its 3.125% Senior Notes due 2024 (the “2024 Notes”), $1,500,000,000 principal amount of its 3.450% Senior Notes due 2027 (the “2027 Notes”) and $1,250,000,000 principal amount of its 4.500% Senior Notes due 2047 (the “2047 Notes” and, collectively with the 2020 Notes, the 2022 Notes, the 2024 Notes and the 2027 Notes, the “Securities”). The Securities will be issued pursuant to an Indenture dated as of July 31, 2015 (the “Base Indenture”), as supplemented by a
ORACLE CORPORATION Debt Securities Underwriting Agreement Standard ProvisionsUnderwriting Agreement • March 18th, 2016 • Oracle Corp • Services-prepackaged software • New York
Contract Type FiledMarch 18th, 2016 Company Industry JurisdictionFrom time to time, Oracle Corporation, a Delaware corporation (the “Company”), may enter into one or more underwriting agreements in the form of Annex A hereto that incorporate by reference these Standard Provisions (collectively with these Standard Provisions, an “Underwriting Agreement”) that provide for the sale of the securities designated in such Underwriting Agreement (the “Securities”) to the several Underwriters named therein (the “Underwriters”), for whom the Underwriter(s) named therein shall act as representative (the “Representative”). The Underwriting Agreement, including these Standard Provisions, is sometimes referred to herein as this “Agreement”. The Securities will be issued pursuant to an Indenture dated as of January 13, 2006 the “Base Indenture”) by and among the Company (formerly known as Ozark Holding Inc.), Oracle Systems Corporation (formerly known as Oracle Corporation) and Citibank, N.A., as amended by the First Supplemental Indenture dated as of May 9, 2007
AFFILIATED MANAGERS GROUP, INC.Underwriting Agreement • February 13th, 2015 • Affiliated Managers Group, Inc. • Investment advice • New York
Contract Type FiledFebruary 13th, 2015 Company Industry JurisdictionAffiliated Managers Group, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $350,000,000 aggregate principal amount of its 3.500% Senior Notes due August 1, 2025 (the “Securities”). The Securities will be issued pursuant to a base indenture dated as of February 11, 2014, as supplemented by a Second Supplemental Indenture to be dated as of February 13, 2015 (collectively, the “Indenture”), each between the Company and U.S. Bank National Association, as trustee (the “Trustee”).
Underwriting AgreementUnderwriting Agreement • January 26th, 2015 • Adobe Systems Inc • Services-prepackaged software • New York
Contract Type FiledJanuary 26th, 2015 Company Industry JurisdictionAdobe Systems Incorporated, 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 (collectively, the “Representatives”), $1,000,000,000 aggregate principal amount of its 3.250% Notes due 2025 (the “Securities”) having the terms set forth in Schedule 2 hereto. The Securities will be issued pursuant to an Indenture dated as of January 25, 2010 (the “Indenture”) by and between the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”).
ContractUnderwriting Agreement • September 30th, 2014 • W. P. Carey Inc. • Real estate investment trusts • New York
Contract Type FiledSeptember 30th, 2014 Company Industry JurisdictionCitigroup Global Markets Inc. Wells Fargo Securities, LLC As Representatives of the several Underwriters listed in Schedule 1 hereto c/o Merrill Lynch, Pierce, Fenner & Smith
CITY NATIONAL CORPORATION (A DELAWARE CORPORATION) 4,000,000 DEPOSITARY SHARES, EACH REPRESENTING 1/40TH INTEREST IN A SHARE OF 6.750% FIXED RATE/FLOATING RATE NONCUMULATIVE PREFERRED STOCK, SERIES D, $1.00 PAR VALUE UNDERWRITING AGREEMENTUnderwriting Agreement • November 7th, 2013 • City National Corp • National commercial banks • New York
Contract Type FiledNovember 7th, 2013 Company Industry JurisdictionSecurities Offered: Depositary Shares, each representing 1/40th interest in a share of 6.750% Fixed Rate/Floating Rate Non-Cumulative Preferred Stock, Series D
UNDERWRITING AGREEMENT INTL FCStone Inc. Underwriting AgreementUnderwriting Agreement • July 17th, 2013 • Intl Fcstone Inc. • Security brokers, dealers & flotation companies • New York
Contract Type FiledJuly 17th, 2013 Company Industry JurisdictionINTL FCStone 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 representative (the “Representative”), $40,000,000 principal amount of its 8.5% Senior Notes due 2020 (the “Firm Securities”). The Company also proposes to grant to the Underwriters an option to purchase up to $6,000,000 aggregate principal amount of 8.5% Senior Notes due 2020 (the “Option Securities” and, together with the Firm Securities, being hereinafter called the “Securities”).The Securities will be issued pursuant to an indenture to be dated as of July 22, 2013 between the Company and The Bank of New York Mellon Trust Company, as trustee (the “Trustee”), as amended and supplemented by that certain Supplemental Indenture to be dated as of July 22, 2013 (such indenture, as so amended and supplemented, the “Indenture”).
Underwriting AgreementUnderwriting Agreement • April 10th, 2013 • Sanofi • Pharmaceutical preparations • New York
Contract Type FiledApril 10th, 2013 Company Industry Jurisdiction
Sanofi Debt Securities Underwriting Agreement Standard ProvisionsUnderwriting Agreement • March 11th, 2013 • Sanofi • Pharmaceutical preparations • New York
Contract Type FiledMarch 11th, 2013 Company Industry Jurisdiction
CITY NATIONAL CORPORATION (A Delaware corporation) 7,000,000 Depositary Shares, Each representing 1/40th interest in a share of 5.50% Non-Cumulative Perpetual Preferred Stock, Series C, $1.00 par value Underwriting AgreementUnderwriting Agreement • November 13th, 2012 • City National Corp • National commercial banks • New York
Contract Type FiledNovember 13th, 2012 Company Industry JurisdictionSecurities Offered: Depositary Shares, each representing 1/40th interest in a share of 5.50% Non-Cumulative Perpetual Preferred Stock, Series C
AFFILIATED MANAGERS GROUP, INC.Underwriting Agreement • October 11th, 2012 • Affiliated Managers Group Inc • Investment advice • New York
Contract Type FiledOctober 11th, 2012 Company Industry JurisdictionAffiliated Managers Group, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $125,000,000 aggregate principal amount of its 5.250% Senior Notes due 2022 (the “Firm Securities”) and, at the election of the Underwriters, up to $18,750,000 aggregate principal amount of additional 5.250% Senior Notes due 2022 (the “Optional Securities”). The Firm Securities and the Optional Securities that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Securities”. The Securities will be issued pursuant to a base indenture dated as of August 8, 2012, as supplemented by the Second Supplemental Indenture to be dated as of October 11, 2012 (collectively, the “Indenture”), each between the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”).
AFFILIATED MANAGERS GROUP, INC.Underwriting Agreement • August 8th, 2012 • Affiliated Managers Group Inc • Investment advice • New York
Contract Type FiledAugust 8th, 2012 Company Industry JurisdictionAffiliated Managers Group, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), $200,000,000 aggregate principal amount of its 6.375% Senior Notes due 2042 (the “Securities”). The Securities will be issued pursuant to a base indenture and a supplemental indenture, each to be dated as of August 8, 2012 (collectively, the “Indenture”), between the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”).
BERRY PETROLEUM COMPANY $600,000,000 63/8% Senior Notes due 2022 Underwriting AgreementUnderwriting Agreement • March 9th, 2012 • Berry Petroleum Co • Crude petroleum & natural gas • New York
Contract Type FiledMarch 9th, 2012 Company Industry JurisdictionBerry Petroleum Company, a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom Wells Fargo Securities, LLC is acting as representative (the “Representative”), $600,000,000 principal amount of its 63/8% Senior Notes due 2022 (the “Securities”). The Securities will be issued pursuant to an Indenture dated as of June 15, 2006 (the “Indenture”) between the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”). The term “Indenture,” as used herein, includes the supplemental indenture establishing the forms and terms of the Securities pursuant to Section 901 of the Indenture.
UNDERWRITING AGREEMENT MEDTRONIC, INC. 2.625% Senior Notes due 2016 4.125% Senior Notes due 2021 Underwriting AgreementUnderwriting Agreement • March 16th, 2011 • Medtronic Inc • Electromedical & electrotherapeutic apparatus • New York
Contract Type FiledMarch 16th, 2011 Company Industry Jurisdiction
Steelcase Inc. Underwriting AgreementUnderwriting Agreement • January 28th, 2011 • Steelcase Inc • Office furniture (no wood) • New York
Contract Type FiledJanuary 28th, 2011 Company Industry JurisdictionSteelcase Inc., a Michigan 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”), $250,000,000 principal amount of its 6.375% Senior Notes due 2021 having the terms set forth in Schedule 2 hereto (the “Securities”). The Securities will be issued pursuant to an Indenture dated as of August 7, 2006 (the “Indenture”) between the Company and The Bank of New York Mellon Trust Company, N.A. (successor in interest to J.P. Morgan Trust Company, National Association), as trustee (the “Trustee”).
Service Corporation International Underwriting AgreementUnderwriting Agreement • November 23rd, 2010 • Service Corporation International • Services-personal services • New York
Contract Type FiledNovember 23rd, 2010 Company Industry JurisdictionService Corporation International, a Texas corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom Merrill Lynch, Pierce, Fenner & Smith Incorporated is acting as representative (the “Representative”), $250,000,000 aggregate principal amount of its 7.00% Senior Notes due 2019 (the “Securities”). The Securities will be issued pursuant to an indenture dated as of February 1, 1993 (the “Base Indenture”), between the Company and The Bank of New York Mellon Trust Company, N.A., as successor to The Bank of New York, as trustee (the “Trustee”), as supplemented by the Ninth Supplemental Indenture to be dated as of the Closing Date (as defined below) (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”).
BERRY PETROLEUM COMPANY 6¾% Senior Notes due 2020 Underwriting AgreementUnderwriting Agreement • October 28th, 2010 • Berry Petroleum Co • Crude petroleum & natural gas • New York
Contract Type FiledOctober 28th, 2010 Company Industry JurisdictionBerry Petroleum Company, a Delaware corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom Wells Fargo Securities, LLC is acting as representative (the “Representative”), $300,000,000 principal amount of its 6¾% Senior Notes due 2020 (the “Securities”). The Securities will be issued pursuant to an Indenture dated as of June 15, 2006 (the “Indenture”) between the Company and Wells Fargo Bank National Association, as trustee (the “Trustee”). The term “Indenture,” as used herein, includes the supplemental indenture establishing the forms and terms of the Securities pursuant to Section 901 of the Indenture.
UNDERWRITING AGREEMENT PETROQUEST ENERGY, INC. 10% Senior Notes due 2017 Underwriting AgreementUnderwriting Agreement • August 16th, 2010 • Petroquest Energy Inc • Crude petroleum & natural gas • New York
Contract Type FiledAugust 16th, 2010 Company Industry JurisdictionPetroQuest Energy, 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 representative (the “Representative”), $150,000,000 principal amount of its 10% Senior Notes due 2017 (the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of August 19, 2010 (“Base Indenture”), among the Company, the guarantors listed in Schedule 2 hereto (the “Guarantors”) and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), as amended and supplemented by the First Supplemental Indenture thereto to be dated as of August 19, 2010 (the Base Indenture, as so amended and supplemented, the “Indenture”), and will be guaranteed on a senior unsecured basis by each of the Guarantors (the “Guarantees”).
MAXIM INTEGRATED PRODUCTS, INC. Underwriting AgreementUnderwriting Agreement • June 16th, 2010 • Maxim Integrated Products Inc • Semiconductors & related devices • New York
Contract Type FiledJune 16th, 2010 Company Industry JurisdictionMaxim Integrated Products, 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”), $300,000,000 principal amount of its 3.45% Senior Notes due 2013 having the terms set forth in Schedule 2 hereto (the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of June 10, 2010 (the “Base Indenture”) between the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”) as supplemented by Supplemental Indenture No. 1, to be dated as of June 17, 2010 (the “Supplemental Indenture”), between the Company and the Trustee. The Base Indenture, as supplemented by the Supplemental Indenture is referred to herein as the “Indenture.”
First Niagara Financial Group, Inc. 6.750% Senior Notes due 2020 Underwriting AgreementUnderwriting Agreement • March 19th, 2010 • First Niagara Financial Group Inc • Savings institutions, not federally chartered • New York
Contract Type FiledMarch 19th, 2010 Company Industry Jurisdiction
BELO CORP. Underwriting AgreementUnderwriting Agreement • November 16th, 2009 • Belo Corp • Television broadcasting stations • New York
Contract Type FiledNovember 16th, 2009 Company Industry JurisdictionBelo Corp., 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 representative (the “Representative”), $275,000,000 principal amount of its 8.00% Senior Notes due 2016 (the “Securities”). The Securities will be issued pursuant to an Indenture dated as of June 1, 1997 (the “Base Indenture”) between the Company and The Bank of New York Mellon Trust Company, N.A., as successor trustee to JPMorgan Chase Bank, N.A., formerly known as The Chase Manhattan Bank (the “Trustee”), and a Supplemental Indenture to be dated as of November 16, 2009 (the “Supplemental Indenture”, and together with the Base Indenture, the “Indenture”) among the Company, the guarantors listed in Schedule 2 hereto (the “Guarantors”) and the Trustee, and will be guaranteed on an unsecured subordinated basis by each of the Guarantors (the “Guarantees”).
Service Corporation International Underwriting AgreementUnderwriting Agreement • November 12th, 2009 • Service Corporation International • Services-personal services • New York
Contract Type FiledNovember 12th, 2009 Company Industry JurisdictionService Corporation International, a Texas corporation (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom J.P. Morgan Securities Inc. is acting as representative (the “Representative”), $150,000,000 aggregate principal amount of its 8.00% Senior Notes due 2021 (the “Securities”). The Securities will be issued pursuant to an indenture dated as of February 1, 1993 (the “Base Indenture”), between the Company and The Bank of New York Mellon Trust Company, N.A., as successor to The Bank of New York, as trustee (the “Trustee”), as supplemented by the Eighth Supplemental Indenture to be dated as of the Closing Date (as defined below) (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”).
CONCHO RESOURCES INC. 8.625% Senior Notes due 2017 Underwriting AgreementUnderwriting Agreement • September 17th, 2009 • Concho Resources Inc • Crude petroleum & natural gas • New York
Contract Type FiledSeptember 17th, 2009 Company Industry Jurisdiction
THE TIMKEN COMPANY Underwriting AgreementUnderwriting Agreement • September 10th, 2009 • Timken Co • Ball & roller bearings • New York
Contract Type FiledSeptember 10th, 2009 Company Industry JurisdictionThe Timken Company, an Ohio 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”), $250,000,000 principal amount of its 6.000% Senior Notes due 2014 (the “Securities”). The Securities will be issued pursuant to an indenture (the “Base Indenture”) dated as of February 18, 2003 between the Company and The Bank of New York Mellon Trust Company, N.A., a national banking association (successor to The Bank of New York Mellon (formerly known as The Bank of New York)), as trustee (the “Trustee”), as amended and supplemented by the first supplemental indenture (the “First Supplemental Indenture”) to be dated as of September 14, 2009 between the Company and the Trustee (the Base Indenture, as so amended and supplemented by the First Supplemental Indenture, the “Indenture”).
BERRY PETROLEUM COMPANY 10¼% Senior Notes due 2014 Underwriting AgreementUnderwriting Agreement • August 13th, 2009 • Berry Petroleum Co • Crude petroleum & natural gas • New York
Contract Type FiledAugust 13th, 2009 Company Industry JurisdictionAs of June 30, 2009, on an as adjusted basis to give effect to this offering and the application of the estimated net proceeds in the manner described above, we had a total capitalization of $1,803 million, total debt of $1,087 million and total long-term debt of $1,087 million, including $452 million outstanding under our senior secured revolving credit facility and $435 million of indebtedness associated with our 10¼% senior notes due 2014. The $325 million of 10¼% senior notes due 2014 issued on May 27, 2009 are recorded at their discounted amount of $304 million, with the discount to be accrued over the life of the senior notes. The $125 million of 10¼% senior notes issued in this offering are recorded at a premium of $6 million, which will be amortized over the life of the notes using the effective interest method. This information supplements the information contained in the capitalization table under the column heading “As Adjusted” on page S-30 of the preliminary prospectus sup
QUICKSILVER RESOURCES INC. 9⅛% Senior Notes due 2019 Underwriting AgreementUnderwriting Agreement • August 13th, 2009 • Quicksilver Resources Inc • Crude petroleum & natural gas • New York
Contract Type FiledAugust 13th, 2009 Company Industry JurisdictionQuicksilver Resources 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”), $300,000,000 principal amount of its 9⅛% Senior Notes due 2019 (the “Securities”). The Securities will be issued pursuant to an Indenture dated as of December 22, 2005, as supplemented by an Eighth Supplemental Indenture (collectively, as supplemented through the Closing Date (as defined below), the “Indenture”) between the Company and The Bank of New York Mellon Trust Company, N.A., as successor trustee (the “Trustee”), and will be guaranteed on an unsecured senior basis by each of the guarantors listed in Schedule 2 hereto (the “Guarantors” and such guarantees, the “Guarantees”).
QUICKSILVER RESOURCES INC. 11¾% Senior Notes due 2016 Underwriting AgreementUnderwriting Agreement • June 24th, 2009 • Quicksilver Resources Inc • Crude petroleum & natural gas • New York
Contract Type FiledJune 24th, 2009 Company Industry JurisdictionQuicksilver Resources 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”), $600,000,000 principal amount of its 11¾% Senior Notes due 2016 (the “Securities”). The Securities will be issued pursuant to an Indenture dated as of December 22, 2005, as supplemented by a Seventh Supplemental Indenture (collectively, as supplemented through the Closing Date (as defined below), the “Indenture”) between the Company and The Bank of New York Mellon Trust Company, N.A., as successor trustee (the “Trustee”), and will be guaranteed on an unsecured senior basis by each of the guarantors listed in Schedule 2 hereto (the “Guarantors” and such guarantees, the “Guarantees”).